Wind Beneath Dragon and Eagle's Wings
by badboylover24
Summary: Parody of Wind Beneath Eagle's Wings/Story 3 of the special edition version of the True to Your Heart series. Ruber's Gryphon and his new guardian Rayqueza have been chosen by Discord and Razenoid to help them capture Celestia and Arceus so they can woo them. To do so, they must win a Rainbow and Helios' trust. But what if the Gryphon and Sky High Pokemon fall for them for real?
1. Gryphon's New Guardian2nd Chance

**Wind Beneath Dragon and Eagle's Wings**

**Summary:** A parody/Story 3 of Wind Beneath Eagle's Wings for the special Guardian edition of the True to Your Heart Series. Discord and Razenoid plan another plot to catch and woo Princess Celestia and Lady Arceus: have someone gain access to them. To do so, he convinces Lionwing (the Gryphon from _Quest for Camelot_) and his new guardian Rayqueza to get to Rainbow Dash and Helios. But will Lionwing and Rayqueza have a change of heart for Rainbow and Helios and risk defying their new masters? All characters belong to their respected movies/shows, which belong to their respected owners, not me!

**Ch.1: Gryphon's Second Chance and High Sky Friend**

As Rayqueza flew over the fascinating forest, she wondered about what to do now that she has reached her location. Before she came here, her father told her that she is destined to be the guardian of another creature that is _not _a Pokemon, and that creature is destined to be her partner. He sensed that she will find her new partner somewhere in this very forest…the place of untold danger…dubbed the Forbidden Forest. So she set out to find this partner of hers.

"How am I suppose to find my partner in something _this _thick?" she asked herself. "And Father did say that the Forbidden Forest is dangerous, which is why I _can't _fly towards it. Oh, this is just so frustrating!"

As she was looking, Razenoid flew behind her out of her vision. Smirking at what he has planned for her, he fired his Dark Destruction at her. It hit her in the back, stunning her and forcing her to fall into the Everfree Forest.

"Perfect…" he purred before vanishing out of sight.

Meanwhile, within the Forbidden Forest, one lone creature lies in the soft, green grassy floor. It is the Gryphon of the late Ruber, the tyrant knight who came so close to bringing Camelot to its knees. The magnificent creature knows far too well that his master is now gone, obliterated by the ever pure magic of Excalibur and the stone from whence it came. All thanks to Kayley, the daughter of Sir Lionel whom Ruber killed years ago, and her friends: the blind warrior Garrett who was taught under Lionel after loosing his sight; the two-headed dragon Cornwall and Devon; and the silver-winged falcon Ayden.

Now the Gryphon is alone, a complete mess. His magnificent wings are black and charred from Devon and Cornwall's dragon fire. Said fire had also burnt the feathers off his body, leaving bare patches to reveal the bruises from Ruber's abusive beatings. And the Gryphon's spirit was also broken, destroyed along with his master. Now he is alone.

"Alone…" Tears streamed down his magnificent face at the word. He has always been alone: no family, no friends, and no lover. All he had was his master Ruber and his allies in his mechanical army. Now they are all gone, defeated by Kayley and her band of heroes.

_How I wish I could be with someone again, _he thought, _someone who would accept me._ He sniffed before burying his face into his front legs.

"What I wouldn't give," he sobbed, "for a new master…" Servitude was all that the poor creature knew that would lead him to acceptance.

LRLRLR*~*~*LRLRLR*~*~*LRLRLR

Meanwhile, within the castle ruins of the Everfree Forest of Equestria, Discord was resting on his checkered-pattern divan and watching his cotton candy cloud. On it is the image of the Gryphon in all of his misery. Thanks to the powers he and Razenoid have given his two henchmen Kaa, Mewtwo, Hiss, and Genesect, the two snakes and their Pokemon guardians can transport themselves to different worlds like their masters can.

Discord turned when Razenoid appeared beside him.

"Well?"

"Got her good," Razenoid answered, resting on his own divan. "She'll be arriving at the location any second now." Discord then chuckled as he held his carton of popcorn in his snake tail and snapped his fingers so another carton would appear beside his guardian.

"Isn't this amusing, Razenoid?" he then asked. "This gryphon wants to serve someone who would accept him."

"And the dragon wants to find her partner destined for her," Razenoid concurred. His partner then snapped his fingers, and a heart-shaped picture frame appeared into his eagle claw, holding a picture of Princess Celestia.

"I think I've found someone to help me catch you again, Tia baby," he purred before kissing the picture.

"And you, my darling Arcy," Razenoid added, nuzzling into the picture of Lady Arceus in his claws.

"_Oh, no…are you two making out with your Princesss's and Lady'sss picture again?"_ Kaa asked through the telepathy in Discord and Razenoid's horns, sounding rather disgusted. They growled at the cotton candy cloud.

"Just shut up and bring that gryphon and High Sky Pokemon here before we pluck your feathers out!" they yelled.

LRLRLR*~*~*LRLRLR*~*~*LRLRLR

Mewtwo turned to Kaa as he jumped with a yelp and gave him an annoyed look.

"What did you do to make them yell at you again?" he inquired flatly, rubbing his eyes.

"They were kisssing their sssweetheartsss' picturesss again," Kaa answered, rubbing his finger/feather in where his ear should be. "Anyway, they've given usss ordersss to bring them the gryphon and hisss new guardian." Hiss gulped before turning to the mourning Gryphon. Despite his beaten stated, he still poses as fatal danger in the yellow snake's book.

"He'sss kidding, right?" he asked with a whimper.

CRASH! The Gryphon shot up to his feet with surprise when something crashed a few yards from him. Wondering what it is, he quickly rushed towards it, fighting back the pain from his injuries.

"No…No, he'sss not," Kaa answered as he then slithered out of the brush and after the Gryphon, Mewtwo following him and Hiss and Genesect glaring after him.

"If he eats usss," Genesect muttered under his breath, "we're taking it out on _you_." They then went after their comrades and after the Gryphon, who fortunately has not noticed them yet.

When he got to the spot, the Gryphon was in for a surprise. Before him is a green dragon no bigger than him, with front legs, no back legs or wings, and a long serpentine body. She also has a black smoking spot on her back as if she were hit with something hard.

"Who…What are you?" With a growl, Rayqueza opened her eyes and looked up at the Gryphon with a wince of pain. The moment their eyes met, they felt something click between them. When they did, they felt it. The burning pain. The Gryphon felt it in his right wing, and Rayqueza felt it in her right wrist.

"What the blazes—" the Gryphon started before he saw it. A Draconic Fang was branded into his wing, and a beak very much like his own was branded into the High Sky Pokemon's wrist. He was too much in shock; he didn't notice the winged snakes slithering towards him…until they coiled fast around him.

"No!" Rayqueza cried before rushing forward to help him…only to be pinned down by an indigo aura.

"What's happening?!" the Gryphon cried before a light engulfed him. With that, he failed to notice any other strange feeling except for the scales slithering around his body…the touch of soft feathers…and the rush of the wind around him.


	2. New Masters

**Ch.2: Plans of Passionate Action**

Devon, Cornwall, and Ayden opened their eyes groggily as they came to their senses…only to find themselves in cages in some sort of ruin!

"Wha—What's going on here?" Cornwall cried, obviously freaked out.

"Oh, pipe down, you!" a voice answered sharply. "If you haven't hitched a ride with usss, you wouldn't be locked up right now, would you?"

The falcon and the two-headed dragon turned to see Kaa glaring at them with his wings crossing over his serpentine chest, while Mewtwo was glaring at them as well, his arms crossed over his chest. Behind them, Discord and Razenoid was healing the injuries of the unconscious Gryphon and Sky High Pokemon with Hiss and Genesect as their aids. Despite their powers being limited, Discord and Razenoid want them to be completely healthy.

The three prisoners remember pretty much before they found themselves in cages. They were in the Forbidden Forest after hearing rumors of Ruber's Gryphon hiding away in it, hoping to find truth to those rumors. When they found the injured Gryphon with the winged snakes coiling around his body, and the strange... green dragon being lifted up by that strange indigo aura, Ayden shot forward to help them. Devon and Cornwall tried to stop the little falcon, and there was a huge flash of light before the three of them blacked out.

"Mind telling us what you are doing to that Gryphon and the green Dragon?" Devon asked smugly, pointing at said creatures.

"Uh…healing them?" Hiss and Genesect answered as Discord and Razenoid used their powers to regrow the feathers in the Gryphon's wings and to cool down the black spot on the Dragon's back where the Dark Destruction hit. Ayden then squawked at them. Discord obviously must have understood him, having a bird wing and eagle claw.

"Oh, nothing really," he answered, looking up at him with a grin. "We just want to hire the two of them for our biggest plan."

"And just what _is_ your biggest plan?" Cornwall demanded, rather agitated.

"You'll find out soon enough," Mewtwo answered before turning to his masters along with Kaa. Discord and Razenoid then brushed the palms of their hands together to clean them off, a sign that they have finished their work.

"Alright," Razenoid said. "They're all healed. Give them the smelling salts." He and Discord then stepped back as Hiss took out a green bottle from Genesect's compartment. Removing the cork, he then held it under the Gryphon's beak tip and Rayqueza's nose, the wipe vapors seeping around them. The Gryphon and Dragon groaned before opening their eyes…and staggered with a cry at the sight of the Draconequus and Darkus Bakugan before them.

"Wha—What are you?" the Gryphon yelled. "Where am I?" Rayqueza quickly rushed out in front of him to protect him, surprising her new partner.

"You're that Dragon from the Forbidden Forest!" he cried.

"The one and only," she replied with a smile. "And the name's Rayqueza, and I'm your new guardian as you're my new partner."

"Huh?"

"The symbols on us," she explained, holding up her wrist to show her the mark branded on it. "They represent the bond we share as partner and guardian." The Gryphon then remembered his wing and turned to it to look at the mark on it.

"Oh…I see." Rayqueza then turned to Discord and Razenoid sharply.

"You two better stay back if you know what's good for you!" she snapped. Discord and Razenoid simply smiled at them before approaching them slowly.

"Now, now," Discord said to them. "There's no need for you to be scared. We're the ones who answered your prayers for a new partner and new masters, ones who would accept you." The Gryphon stood up straight with a confused look in his bright green eyes as Rayqueza arched her eyebrow at them.

"You're…our new masters?" the majestic beast asked.

"And…you brought me to my new partner?" his guardian asked.

"That's right," Razenoid answered. "Allow us to introduce ourselves. I am Razenoid, Lord of Evil and Darkness. And this is my partner Discord, Spirit of Chaos and Disharmony…and you are in Equestria."

"Evil and chaos are right," Cornwall whispered to Devon. "These two looks like some dragon from Down There and a messed-up dragon created by Frankenstein."

"Equestria?" the Gryphon asked.

"I've never heard of such a place," Rayqueza stated.

"Well, that's because you're in a another world now," Discord answered matter-of-factly. "It's much like your worlds, only the inhabitants here are Earth Ponies, Unicorns, and Pegasi."

"True, there are some dragons and gryphons and a good number of mystical creatures as well as normal creatures and other guardians," Razenoid added, "but the Ponies are the main inhabitants here."

"Other guardians?" Rayqueza replied with a tiny bit of interest as the Gryphon blinked with surprise.

"Ponies…instead of humans?" He and his partner were having a hard time getting it all to sink in because this is all new to them.

"Are you sure I am not…dead?" the Gryphon asked with a gulp. Discord smiled before reaching his talon out to him. Before anyone could react, the Draconequus scratched his arm, making him leap back with a screech.

"Ouch…" Cornwall hissed as Devon winced and Ayden squawked and flapped his wings with shock. Rayqueza roared in anger before lunging out and coiling around Discord tightly.

"DON'T YOU DARE HURT HIM, YOU—" she started before Razenoid pulled her off roughly. She got up quickly with a roar and putting a coil around the Gryphon with the hiss of a venomous cobra, causing Kaa and Hiss to cower behind Mewtwo and Genesect.

"Control yourself, Rayqueza!" Razenoid ordered.

"ME?!" she yelled back. "HE INJURED MY PARTNER!"

"I'm alright, Rayqueza," the Gryphon assured her before looking at his scratch. "It's not that bad; just stings a little." The scratch wasn't deep enough to make him bleed; they were only shallow enough to leave red marks. He was used to the pain he would occasionally receive from Ruber, but still…it hurts and burns like fire.

"Exactly," Discord stated with a smirk as he got up. "If you're dead, my Gryphon friend, you wouldn't be able to feel pain."

"Alright, you convinced us," Rayqueza growled as the Gryphon licked his scratch to ease the pain. "But why have you brought us here?"

"Well, you _said_ you wanted a new partner, and your new partner wanted new masters," Razenoid answered, settling onto one of the divans that appeared behind him and Discord with a _poof_. "Someone who would accept him…because he believes servitude is what will lead him to acceptance, although he has you as his new guardian."

The Gryphon looked up at them in shock. How do they know all those things? They must have incredible magic at their disposal as great as that of Merlin himself! I mean, how else did he and Rayqueza end up in another world without these beings' help?

"You must be powerful enough to have brought us here and know my thoughts and beliefs," he stated suspiciously.

"Well, not all _that_ powerful," Discord stated, sipping some chocolate milk from a martini glass as he settles into his own divan. "Thanks to another source of magic, our powers are now limited, and we needed time to recharge."

"I see," the Gryphon replied, wanting to show him and Razenoid the greatest of respect (they _are_ his and Rayqueza's new masters, after all). Although the Sky High Dragon doesn't think servitude leads to acceptance, she doesn't want her new partner to go through any more pain.

"I take it you have chosen us for an important task?" she asked

"Correct-a-mundo!" Discord answered in a singsong tone.

"See, the thing is…we're in love with this mare and her Pokemon guardian here." Discord then snapped his fingers, and a picture of Princess Celestia and Lady Arceus appeared before the Gryphon and Rayqueza.

Said creatures never saw anything as magnificent as them. A mare with a horn like a Unicorn and wings like a Pegasus is truly a sight to behold, especially with the pastel mane and tail that seems to sway so majestically and the royal crown, necklace, and shoes she has on. And a powerful equine-like Pokemon with a lustrous mane and tail looks so majestic, especial with that intriguing golden hoop she has around her waist.

"I can see why," the Gryphon replied, turning to Discord and Razenoid. "They're beautiful." He and Rayqueza heard Cornwall give out a tiger growl and Devon a wolf whistle but ignored them.

"As well as kind-hearted, wise, powerful…" Discord added with a smile. "The list just goes on and on."

"The Pony is Princess Celestia," Razenoid explained, "and the Pokemon is Lady Arceus, both High Rulers of Equestria."

"A princess and lady?" Rayqueza replied with wide eyes. "Now _that_ is incredible. They must have many suitors to rival you two."

"Nah, Celestia and her baby sister Luna are the only Alicorns I know that are single," Discord explained. "And every single male Pony in Equestria don't find themselves worthy to court and woo my princess."

"Same with Arceus and her sister Lady Giratina," Razenoid added. "Anyway, we want you to help us get a hold of Celestia and Arceus so that Discord and I can woo them with every passion within our dark/chaotic hearts."

"You want us to kidnap her?" the Gryphon cried with shock. "Uh, not to be disobedient, Discord and Razenoid, but I would never harm a lady, let alone a mare _and _a princess in one _or _a Legendary Pokemon _and _a lady in one." Rayqueza then turned to him.

"I take it you're very chivalrous," she stated.

"Well, I've been trained to be…a well-mannered gentleman," the Gryphon replied, "so yes, I am quite chivalrous when it comes to the opposite sex."

"Will you relax?" Discord replied. "We're not gonna send you to their castle to snatch them and bring them to us. They're so powerful, every feather on you will stuffed into a silky comforter before your wings can take their fifth flap." The Gryphon shuddered at the unpleasant thought. That would make getting roasted by that two-headed dragon more pleasant.

"And make armor out of your scales before you can fire your first Hyper Beam," Razenoid added, making Rayqueza gulp with a sweat-drop.

"What we want you to do is get us to get to them," Discord then explained. "Our plan is that we will disguise ourselves as accessories and put ourselves on you."

"You will then head to Ponyville where their students Twilight Sparkle and Titanium Dragonoid (Twilight's Guardian) and their friends live," Razenoid added. "You'll then gain one of her friends' trust and the trust of the guardian of said friend, and they'll get you a personal audience with Celestia and Arceus. Then leave the rest to Discord and me." The Gryphon and Rayqueza then turned to each other.

"It sounds like the perfect plan," the Gryphon said to her.

"Yes," his new guardian concurred, "but which Pony and guardian will it be?

"Well, let's figure up which Pony and guardian to hook you two up with," Discord answer. He then snapped his fingers, and a board appeared beside him bearing twelve pictures grouped into pairs, each of one of the Mane Six and her respective guardian. He and Razenoid then took out a black marker.

"Well, Twilight's already taken," Discord said, drawing an X on Twilight's picture. "That I know."

"And Applejack is too busy-body," Razenoid added, drawing an X on the orange Earth Pony.

"Pinkie Pie? Uh…she might be a bit too hyper for him," his partner stated. He then an X on Pinkie while mumbling, "Never thought I'd hear myself say that." He and Razenoid then checked the last three pictures.

"No offense," the demon dragon said, drawing an X on Fluttershy, "but he'll probably scare off Fluttershy." Discord then drew an X on Rarity.

"And we don't wanna get Spike jealous," he stated. "So that leaves…Rainbow Dash!" He then turned to the Gryphon with a smirk. "Oh, you're _definitely_ gonna love her."

"And you will also love her guardian, Infinity Helios," Razenoid said to Rayqueza with a smirk.

The Gryphon then looked at Rainbow's picture. It's no wonder her name's Rainbow; her mane and tail are rainbow-colored. And her coat is so bright blue, she can easily blend in with the day sky…if it weren't for her hair. And her eyes are as red as a rose and shine with a passion for action and adventure…just like Kayley.

Rayqueza was also in awe at the mighty Helios. His violet-and-black armor, complete with green emeralds, makes him quite mysterious, and his wings and silver spikes make him rather intimidating. Even that look in his red-orange eyes gives him that daredevil aura…much like her father.

"Are you sure we can pull it off?" the Gryphon then asked. "She doesn't seem like one who wants romance in her life."

"And her guardian seems a bit…intimidating," Rayqueza added.

"Oh, don't worry," Discord stated. "Rainbow has a bit of competitive streak on her, so maybe you can use that to your advantage."

"A competitive streak?"

"Yeah, she loves racing because she's really fast. I'm certain that if you prove yourself a match for her, she'll flip."

"And Infinity Helios is always up for a challenge," Razenoid added. "I'm certain you'd intrigue him with a bit of competition in yourself, Rayqueza."

"I…I guess we can give it a try," the Gryphon replied hesitantly.

"Splendid!" Discord replied with a clap of his hands. "Okay, now I just need to disguise myself and Razenoid. Let's see…" He then snapped his fingers and turned himself into a golden crown with rubies and emeralds in a flash and Razenoid into a silver tiara with amethyst and topazes.

"You're kidding, right?" Razenoid asked flatly.

"You're probably right," Discord replied. "Too royal." Another flash of light, and they transformed into a Superman costume and a Wonder Woman costume.

"Oh, no!" Razenoid cried, considering he's the female costume. "I'm _not _going out like this!"

"Yeah, too buff," concurred Discord calmly. They then transformed into a jade collar with a topaz lightning bolt (Discord) and a ruby collar with a Darkus symbol made of amethysts.

"Ah, perfect!" The collars then floated over to the Gryphon and Rayqueza and latched themselves around their neck. The great creatures then looked at themselves in a nearby mirror.

"Ooh," the Sky High Pokemon replied with a smile, "I like _this._"

"Oh, yeah," Discord chuckled slyly. "You're definitely smokin', Lionwing." The Gryphon then looked down at the topaz that the demon's speaking through.

"'Lionwing'?"

"Well, we can't call you 'Gryphon' all the time," stated Razenoid, disguised as the amethyst. "Besides, it makes you sound attractive. Just hearing your name will make Rainbow swoon over ya." Discord then ended this comment with a sexy tiger growl.

"I think the name suits you as well," Rayqueza concurred. "You are part lion, and you have strong wings."

"Points taken…I guess," the Gryphon now called Lionwing replied, arching his eyebrow awkwardly.

"Now let's go," Discord said. "Kaa! Hiss!"

"Mewtwo!" Razenoid called. "Genesect!" The two snakes and their guardians stood up straight like soldiers in attention.

"Yes, master."

"You four stay here and keep an eye on the two-headed dragon and their falcon," Discord instructed. "Make sure they don't escape." The two snakes and two Pokemon saluted the collars with their wings, paw, and robot claw as Devon and Cornwall growled at them.

"Alright, Lionwing," the demon-turned-collar then said to the gryphon. "I'll give you the directions of where to go."

"And Rayqueza, you follow," Razenoid instructed. "Let's fly!" Lionwing then spread his wings and took off into the sky through the hole in the roof, Razenoid flying after him. Once the four of them are gone, Devon turned to Cornwall.

"What are we to do now?" he hissed lowly so the snakes and Pokemon wouldn't hear them. Ayden then cooed something to them softly, and Cornwall snapped his fingers in reply.

"Oh, yeah," he whispered. "I almost forgot about the bag that Merlin gave us to use on the Gryphon."

"I think he prefers to be called Lionwing now," Devon stated softly. Cornwall turned to him in reply.

"What?"

"Well, now that I think about it, it will be rather annoying to be calling him 'Gryphon' all the time since he _is_ a gryphon." Cornwall then thought about it.

"Ya got a point." He then reached under his wing and pulled out a small violet bag tied closed with a small golden cord with tassels. Untying the cord, the two-headed dragon pulled out a black acorn with a silver lid out of the bag.

"Hope this works," Cornwall said, holding the acorn up to Devon.

"Put the snakes and their guardians to sleep temporarily," Devon hissed before blowing on the acorn. Cornwall then rolled the acorn out of the cage and towards the snakes and Pokemon standing guard. Kaa was the first who saw the little seed.

"What isss _that_?" he asked. Hiss, Mewtwo, and Genesect then looked down at the little acorn.

"It looks like an acorn," Mewtwo answered. Genesect looked at him as if he were giving him an arched eyebrow.

"I don't know, MT," he replied. "I mean, I've never seen a _black _acorn before." Before his comrades could say anything else, the lid popped off of the acorn, which then released a violet mist seeping up into their faces. Their eyes then got droopy, and they began to wobble.

"Why isss Hisssy sssleepy?" Hiss moaned before collapsing on the ground, followed by Kaa. Genesect also collapsed, and Mewtwo fainted on top of him.

"Huh, pretty cool," Cornwall stated as Devon used their fire to melt the lock. Once the cage is open, they let Ayden out of the cage.

"Well, now that's taken care of, what do we do now?" After perching himself on the dragon's shoulder, Ayden squawked out an idea that made Cornwall grimace in reply.

"Help Lionwing and Rayqueza win that Rainbow Dash and Infinity Helios over? Are you crazy?" he yelled as Devon thought it over. "That will only lead that freakazoid closer to capturing that hot princess and Lady."

"Actually, I think Ayden's on to something, Corny. If we can get them to fall in love with Rainbow Dash and Infinity Helios for _real_, Lionwing and Rayqueza will regret going along with Discord and Razenoid's plan and diss them." Cornwall blinked in reply.

"Huh, never thought of that," he replied before turning to the little bag filled with more black acorns. "Good thing we have plenty of acorns." The dragon and falcon then flew out of the room and after Lionwing and Rayqueza, keeping a good distance so as not to attract their attention.


	3. GryphonHighSky Vs PegasusDragonoid

**Ch.3: Hotshot Gryphon/High Sky Vs. Speed-Demon Pegasus/Darkus **

As the sun shown above them in the sky, Lionwing and Rayquaza looked around for any sign of Rainbow Dash or her guardian Helios. They had already gotten out of the Everfree Forest, but now they have to look for them. According to Discord and Razenoid, they live in Ponyville, a village not too far from the forest. Now if they can only find her…

Just then, something caught Lionwing's eye, a glint of some kind coming from the ground.

"What in the world is _that_?" he asked Discord, who's still disguised as his collar.

"I don't know," the disguised Draconequus answered, "but I've a feeling that it might lead us to Rainbow Dash.

"Let's check it out," said Razenoid, disguised as Rayquaza's collar. She and Lionwing obeyed and flew down to the ground.

What they saw surprised them. The glint was really a propeller strapped to a tortoise wearing goggles, and it was allowing the reptile to fly above the ground.

"Well, _there's_ something you don't see everyday," Razenoid said before a drop of drool fell on Discord's head.

"Oh, gross! What the hay was that—" He, Razenoid, and Rayquaza then noticed the hungry look in Lionwing's eyes as he eyed up the green creature.

"Oh, no!" Razenoid said. "Don't even think about it!"

"Yeah," Discord yelled, "do you have _any _idea how tough tortoise skin is to chew?" Lionwing didn't seem to have heard them as he lunged out at the tortoise, which fortunately flew quickly out of his grasp. The mystical creature looked up at him as he flew off and took off after him. Rayquaza then gave chase.

"Lionwing, no!"

"Come back here, you tender little morsel!" Lionwing roared as they flew around the corner of a group of trees. But he suddenly stopped with a screech when he saw the tortoise fly behind a Pegasus pony flying three feet above the ground…Rainbow Dash! Rayquaza stopped as well when she saw the guardian with her…Infinity Helios.

"Tank?" Rainbow cried, looking at the tortoise with surprise as he hid his head, feet, and tail into his shell.

"Hey, what's wrong, buddy?" Helios asked before they turned the gryphon and Dragon Pokemon staring at them in awe.

_By Excalibur's blade_, Lionwing thought. _Her picture has _not _done her justice;_ _she is as radiant as her name._

_Wow, _Rayquaza thought, _that Dragonoid's pretty cute._

"Hey, pal!" Rainbow yelled, flying up to the gryphon's face with a glare. "Just who do you think you are harassing my pet like that?" Lionwing then glared back at her, annoyed at her rude greeting.

_Apparently, her _manners _aren't_, he thought.

"And just who do you think _you_ are yelling me like _that_?" he shot back. Helios then got up at his face.

"Hey, that's my partner you're talking to, feather-head!" he yelled angrily. Lionwing would have picked up a fight with him if Rayquaza got up in between them.

"We're really sorry," she started. "I tried to—"

"NO, WE'RE NOT!" her partner snapped. If Discord wasn't disguised as a collar, he'd be giving himself a face-palm right now.

"_No, you idiot!"_ he yelled in Lionwing's head. _"That's not how you greet Rainbow! You're supposed to be a gentleman!"_ Realizing his mistake, Lionwing shook his head and cleared his throat.

"My-My apologies, milady," he said to Rainbow quickly and calmly. "My guardian's right; I had no idea that turtle is your pet."

"Okay, first of all," Rainbow said, still glaring at him, "Tank's a _tortoise_. If you're going to talk about him, _please _do it properly. Second, didn't occur to you that he was wearing a propeller, a sign that he _belongs _to someone, mainly _me_?"

"I said I was sorry," he protested. "Just let me make it up to you, please?"

"If you want to make it up to my partner," Helios snapped, "then make like the wind and blow this joint." He and Rainbow then turned to leave with Tank between them.

"_Don't just _stand _there!" _Razenoid hissed. _"Stop them!"_ Quickly, Lionwing flew to block their path.

"Hey!" Rainbow snapped, shooting him a death glare as he smirked at her. She then tried to take another path, only to have Lionwing block it as well. She then tried a different path. Same thing. That also got Helios irked, and Rayquaza noticed it.

"Not good."

"Will you knock it off?" Helios yelled, stepping up between Rainbow and Lionwing and glaring at said gryphon. "What's your problem?"

"I am not letting you leave until your partner tells me how I can make it up to her," he answered.

"_Good one,"_ Discord said, impressed with the gryphon.

"_It was the first excuse I can think up,"_ Lionwing "said" to him. Helios glared at the gryphon as Tank hid behind Rainbow gave him a glaring smirk.

"You just wouldn't give up, would you?" Helios replied angrily.

"I'm probably just as stubborn as _your partner_ is," Lionwing chuckled. He knows it's rude, but as they always say: "An eye for an eye…" Rayquaza quickly rushed to his side.

"I'm really sorry," she said to Helios. "He can be…well, persistent…and competitive." Helios then gave her a sly smirk.

"Oh, is that so?"

"All right, Mr. Hotshot," Rainbow said to Lionwing, "if you _really_ want to make it up to us for scaring my pet tortoise, how about we have ourselves a little race?"

"Sounds perfect," Lionwing answered with a proud smile, "but I have to warn you, I am a fast gryphon. I was quick and swift as I was dodging a barrage of flaming arrows aiming straight for me." Rainbow blinked at him in awe.

"Seriously?" she gasped. "That is so totally awesome!" Realizing what she was saying, she shook her head and mentally slapped herself.

"Uh, I mean, I'll be sure to keep that in mind," she said, trying to sound all-tough. Helios wasn't convinced; he knows this guy's trying to make a move on his partner.

"Listen here, pal!" he snapped. "You better back, or—" He stopped when Rayquaza got up at his face, not approving of his attitude any longer.

"Why don't _you _back off, buster?!" she snapped. "No one talks to him that way, not even _you_!" Helios then noticed that challenge look in her eyes and smirked.

"Is that so…babe?" he asked. The green dragon blushed at the name.

"'Babe'?!" she yelled. "You take that back right now!"

"_Rayquaza,_" Razenoid yelled, "_calm down before—_"

"I will if you beat me in a race," Helios challenged, "but if I beat you, you'll have to let me kiss you." Rayquaza smiled back with confidence, despite her blush getting deeper.

"You're on!" Rainbow then looked around to find the perfect finish line until she spotted it.

"Okay, here's the crash course," she said, pointing it out to Rayquaza and the guys. "We'll start beside the trees and race towards those two rows of trimmed pines, which we'll zigzag through. Then we'll fly up to that group of clouds and fly loop-de-loops around them. Then we'll skydive to the ground until we're a few feet from it and dash for that hill with the wildflowers. First partner/guardian to reach the hill wins, but the first to touch the ground, trees, or clouds before the hill will be DQ'ed." Lionwing turned to her in confusion.

"I beg your pardon?"

"Disqualified?" Helios explained. "You know, loose automatically?" The gryphon then got it quickly.

"Oh, yes, of course," he laughed. "I understand. I apologize; we're…new here."

"Yeah, I kinda figured that," Helios stated with a smirk at Rayquaza. "You're the first dragon I've met with a fine serpentine bod." Rayquaza's face soon turned red at his comment.

"And you're the first gryphon I've ever met with black feathers," Rainbow said to Lionwing. "Uh, what did you say your names were again?"

"We never gave you my name actually," he replied, "and it is Lionwing."

"And Rayquaza," the Sky High Dragon added.

"Lionwing," Rainbow said with some thought. "Pretty cool name. Name's Rainbow Dash, but you can just call me Rainbow." She then turned to her tortoise. "And this is my pet tortoise Tank."

"And I'm Infinity Helios," her guardian introduced with a flirty smirk at Rayquaza, "but you can call me Helios…or Heli…Ray-Ray." Rayquaza glared at him with a blush.

"Watch it, buster…"

"Tank's quite the name for someone with a strong shell," Lionwing replied with a smile, wanting to break it up between the guardians. Tank just smiled back at him in reply, making the gryphon think that he forgave him for trying to eat him.

While the four of them were talking, Devon, Cornwall, and Ayden were hiding within the trees and overhearing their conversation.

"A race, huh?" Cornwall said with a sly smirk. "Devy, I've just hatched up a plan." He then whispered the plan into the taller head's ear, and Devon paid attention to the plan carefully. He then smiled as Cornwall finished the plan.

"Brilliant, Corny," he said before turning to Ayden. "You got all that, Ayden?" The falcon winked at the two-headed dragon to say yes.

"Okay, we'll wait until they speed off for the clouds," Cornwall said. "When they do, that's when _we'll_ fly into action." They then stood quietly as Lionwing, Rainbow Dash, and their guardians got ready to race.

"Ready?" Rainbow asked.

"As ready as I'll ever be," Lionwing answered.

"Get ready to pucker up, Ray-Ray," Helios said, making kissing noises at her.

"That's 'Rayquaza'…" she growled with a blush. The four of them then turned to their front.

"On your mark…get set…GO!" And the four of them sped off towards the two rows of trees, each row having ten perfectly trimmed pines.

_All right, then, hotshot, _Rainbow then thought to herself. _If you can dodge a barrage of flaming arrows, then you can easily zigzag through these trees no problem._ She then flew through her row of trees, zigzagging through the pines with ease and not touching them even once.

"Let's see what you got, gorgeous!" Helios called out to Rayquaza as he followed his partner in suit.

Lionwing and Rayqueza did the same, their tails swishing behind them with exquisite grace and Lionwing's eagle wings beating with great power while Rayquaza's body was swirling around the trees so fluidly. And not a single part of their bodies, not even a feather, scale, claw, or tail tip, touched even a needle on the trees.

_Not bad,_ Rainbow Dash thought with a smirk. _But let's see how good you are at the loop-de-loop, Lionwing._ She and Helios then flew up to the clouds with the gryphon and Dragon Pokemon right behind them. She was like a rainbow-colored roller coaster looping around the clouds, and Lionwing a roller coaster of gold and black. Helios was a black-and-violet roller coaster while Rayquaza (who got past him) was a coaster of gorgeous green. But won't be long until the two male racers catch up to the female racers. The girls have to speed it up a little.

After the last loop around the last cloud, Rainbow Dash and Rayquaza dove down to the ground and pulled up before they could crash, speeding off for the flowery hill. Lionwing and Helios did the same and avoided the crash as well easily. It won't be long until they has caught up to their opponents…

Just then, a rope appeared between two smaller hills not too far from the flowery hill, making the two male racers trip and tumble in midair towards Rainbow Dash and Rayquaza.

"Whoa-oh-oh-oh-oh-LOOK OUT!" Rainbow Dash and Rayquaza looked behind them and cried out with surprise as Lionwing crashed into Rainbow and Helios into Rayquaza, making all four of them tumble onto the top of the flowery hill and then down the back of it.

"_I'm going to be sick!_" Razenoid cried.

"_You better grab something quick,"_ Discord cried to Lionwing, _"before I loose my lunch!"_ Thinking fast, Lionwing caught onto the grassy side of the hill with his claws to stop his tumble. Helios quickly did the same as he grabbed hold of Rayquaza. As Lionwing now lied upright on the side of the hill, he sighed with relief and opened his eyes.

What he saw made him blush with surprise. Between him and the hill lied Rainbow Dash, wrapped within his other arm and her chest and stomach pressed into his chest and stomach. She opened her eyes and blushed when she saw the position the two of them were in.

For some strange reason, however, the Pegasus doesn't seem to mind. His strong eagle arm around him felt soft as goose feather pillows, and the fur against hers is warm and gentle as silk.

Lionwing was also enchanted by the situation they're in. Just staring into her rosy red eyes made his heart pound into her chest like crazy, especially when the tip of his beak is a mere half centimeter from her snout.

Helios and Rayquaza also opened their eyes to see the position they're in. Helios has his arm and both wings wrapped around Rayquaza, who's facing him and looking up at him with a deep blush, especially when their muzzles are a mere centimeter from kissing.

"Whoa…" Helios said, blushing in awe. Rayquaza has to admit that for some flirty bozo, Helios is pretty cute when he blushes. They stood this way for about a couple of moments before they heard Lionwing finally speak up, causing them to look up.

"Uh…oops." Hearing his voice, Rainbow Dash quickly snapped out of it.

"Wha-What made you crash like—" she started to ask before Helios pushed the gryphon off of her.

"Don't even think about it, pal!" he yelled. "Just what's the big idea holding Rainbow like that?!"

"I don't know," Lionwing answered quickly. "I tripped over something but didn't see what it was. Felt like a rope, though."

"Really?" the black Dragonoid replied more calmly. "Now that you mentioned it, I felt something like that too. That's what made me crash into your guardian." As Rayquaza helped Rainbow up, the two males then looked up over the hill to find nothing.

"Well, whatever it was," Lionwing stated, "it is gone now." He and Helios then turned to Rainbow and Rayquaza. Lionwing couldn't help but gaze at Rainbow in awe because she has colorful flowers stuck in her mane. She just looks so beautiful right now, especially when she sways it around in the wind…

And Helios stared when he spotted a marigold stuck in Rayquaza's horn. It makes her even cuter…

"What?" Realizing they were staring at the girls, the two males quickly shook their heads with a blushing face.

"I'm sorry," Lionwing answered Rainbow nervously. "It's just that…you have flowers in your mane."

"You too…" Helios said, pointing at the flower in Rayquaza's horn. "In your horn."

_D'oh, stupid excuse, _Lionwing thought with a wince as the girls checked their horn and petal-covered mane. _Sure, it is the truth, but still…STUPID!_

"Good thing Rarity and Fluttershy are at the spa today," the rainbow-maned Pegasus giggled. "They'd go nuts if they saw this."

"You know," Rayquaza said, also giggling with the Pegasus, "I kinda like it that way."

"Yeah," Helios agreed absentmindedly. "Brings out your eyes." She then smiled at him.

"Well, that's the smartest and sweetest thing you've ever said to me." Rainbow then looked up at Lionwing.

"Good racing, by the way," she said, still smiling. "With moves like that, you're likely to be the first ever gryphon member of the Wonderbolts." Although Lionwing has _no _idea who the Wonderbolts are, that comment flattered him.

"Why, thank you, Rainbow," he replied. "And may I say that _you_ are quite incredible as well."

"Aw, quit buttering me up, you!" she laughed, giving him a playful punch in the arm. Lionwing couldn't help but smile; he's already starting to like her _and _her tomboyish attitude. But Helios isn't happy about it.

"If you're so much as hitting on her, I'm gonna—"

"Oh, like _you _weren't hitting on me…Heli?" Rayquaza teased. Realizing this, the Darkus Bakugan looked away with a blushing scowl, causing the green dragon to giggle.

"Hey," Rainbow then said to Lionwing and Rayquaza. "Why don't you come with us to Ponyville and meet our friends? I'm sure they'll love ya."

"Well, we am new here," Lionwing replied, "so why not?"

"Great!" she cheered with glee as she grabbed his claw. "Let's go!" She then turned to Tank who was flying over to them. "C'mon, Tank!" She then pulled Lionwing after her, earning her a big "Whoa!" from him, and Tank flew after him. Helios just gawked after them in shock and disbelief.

"Rainbow!" he yelled after his partner in anger. Rayquaza decided to play around with him.

"You know, _our_ little race ended in a tie," she reminded him. "Care for a rematch?" Helios turned to her with surprise before noticing the teasing smile on her face and smiled back.

"You're on…" he purred…right before she sped off after their partners. "Hey, no head start!" He then flew after the laughing Rayquaza.

Meanwhile, behind one of the two hills in front of the flowery one, Devon, Cornwall, and Ayden were hiding and clutching the rope they use to make Lionwing trip close to the dragon's chest. They have just used one of their acorns to bring up the piece of equipment

"That was close," Devon said with a relieved sigh, "but it appears your calculations were correct, Corny. How did you know that they would end up in those positions?"

"I didn't actually," Cornwall answered. "I thought they would just roll all the way down to the hill, and Rainbow and Rayquaza would end up lying on Lionwing and Helios' chest…but then again, that result works too."

"Well, we better keep an eye on them and make sure things go smoothly enough that they'll end up in romantic cuddles," Devon said. "And Helios looks like he wants to rip Lionwing apart. I know guardians are very protective of their partners, but come _on_." With a nod from the second head, the two-headed dragon and the silver-winged falcon set off after their targets heading for Ponyville. They are now ready to carry out their big mission to hook Lionwing up with Rainbow Dash and Helios up with Rayquaza. It's a little something that Cornwall would call…Operation: Gryphon-Dragon Love!


	4. Couples Suspicions

**Ch.4: Suspicious Martian-Unicorn and Temporal Dragon-Dragonoid Couples**

Inside the Sugar Cube Corner, Twilight was enjoying herself as she had a chocolate strawberry shake…especially since she's enjoying it with her Martian boyfriend, Marvin X-2. Drago was enjoying himself as well, sipping from a chocolate banana shake... especially since he's enjoying it with his Dragon-Steel Pokemon mate, Dialga. Spike and Skyress are also with them, enjoying a red-velvet gumdrop cupcake…or two…or maybe even six. The intelligent couples don't seem to notice, as they were too busy gazing into each other's eyes.

"Oh, Marvin," Twilight sighed with a smile. "I really enjoyed our reading by the fire together last night. Is there _anything_ you can't do?"

"Oh, Drago," Dialga said with a purr. "I really enjoyed our sparring outside of the library last night. Is there_ anything _you can't do?"

"Well," Marvin answered, taking Twilight's hoof into his hands, "I can't live a day without looking at your beautiful eyes, my dearest Twilight…"

"And," Drago answered, taking her claws into his own. "I can't live a day with looking into your gorgeous eyes, my sweet Dialga..."

"Ohh…"

"And on that note," Spike said, taking his and Skyress' cupcakes and walking away from the table, "We're outta here."

"I'm with you," Skyress said, flying after him. The four of them couldn't help but laugh. Ever since they've started dating, Spike and Skyress has been giving the lovebirds some privacy when they know they're about to get mushy.

"Preteens…" Twilight and Drago stated with a shrug.

Their romantic moments were cut short for a bit when the door opened. The two of them then turned and were surprised to see Rainbow Dash and Helios enter the shop with Lionwing and Rayquaza. Spike and Skyress were also surprised to see their Pegasus and Dragonoid friends with a gryphon and green Dragon Pokemon. His teeth and her beak were halfway in a bite into their cupcakes.

"Hey, guys," Rainbow and Helios said, waving to their friends.

"We want you to meet Lionwing and Rayquaza," Rainbow said, turning to the gryphon and his dragon guardian.

"They're new here," Helios added, smirking at Rayquaza, "and Ray-Ray here's quite the cutie."

"Oh, knock it off, ya goofball," the Sky High Dragon laughed.

"Lionwing," Rainbow introduced, "this is Twilight Sparkle and her boyfriend Commander Marvin X-2. Call them Twilight and Marv if you like."

"Rayquaza," Helios introduced, "this Dragonoid here is Twilight's guardian, Titanium Dragonoid, and his girlfriend/Marvin's guardian Captain Dialga. Call them Drago and Dia if you like." Twilight and Drago gave Lionwing and Rayquaza a small wave, and they nodded to them politely.

"Hello," Marvin said to Lionwing.

"Nice to meet you," Dialga said to Rayquaza.

"Commander," Lionwing replied, giving him a proper salute.

"Captain." Rayquaza replied, saluting to the pleased Temporal Dragon as well.

"And this is Spike," Rainbow added, holding her wing out to the little dragon, " Twilight assistant/adopted brother."

"And the little green phoenix is his guardian Skyress," Helios finished, "Drago's assistant/adopted sister." Lionwing and Rayquaza turned and smiled at the little dragon and little Sky Phoenix in the middle of biting their cupcakes. They have to admit that they're simply adorable when they're so tiny and innocent like any other baby dragon or baby Phoenix.

Just then, Pinkie Pie and Trister came into the room with two chocolate shakes.

"Here you are, Spike and Skyress," Pinkie sang to the little dragon and little Sky Phoenix.

"Two yummy chocolate sha—" Trister started before noticing the new faces in the shop. "Oh, hi, Rainbow and Helios! Who are your friends here?" Unlike the other six, Pinkie Pie and Trister looked more than happy to meet Rainbow and Helios's new friends.

"Hi, Pinkie," Rainbow said to her fellow prankster.

"Hey, Trister," Helios greeted with a smile to his fellow prankster. "This is Lionwing and Rayquaza."

"Lionwing," Rainbow introduced, "Rayquaza, this is Pinkie Pie and her guardian Infinity Trister, or Trister for short." Lionwing held his claw out to the pink Pony to shake her hoof, while Rayquaza held her claw out to the Aquos Guardian to shake his hand.

"How do you do, mi—Whoa!" the gryphon cried out when Pinkie grabbed his claw with both hooves and shook it vigorously.

"And how do you do mi-Whoa!" the Dragon Pokemon cried out as Trister grabbed her claw with both hands and shook it vigorously.

"Hi, nice to meet ya, Lionwing and Rayquaza!" Pinkie said in her usual caffeine-hyper pace. "I see you met Twilight and Drago! Did Rainbow and Helios tell that they're Princess Celestia and Lady Arceus's personal students?"

"And Spike and Skyress helps with their studies, and Marvin and Dialga's dating them!" Trister added in his usual caffeine-hyper pace as well. "We don't think you know this, but we're party planners who plans parties for all sorts of events! Did you meet Fluttershy and Boulderon, Rarity and Taylean, or Applejack and Wolfurio yet? Oh, and wait until you meet—"

"Uh, Pinkie, Trister?" Rainbow said quickly.

"You're shaking them too much," Helios added. Confused, they turned to Lionwing and Rayquaza, whose heads are shaking like bobble-heads.

"Whoopsie!" Pinkie said as she and Trister quickly let go. "Sorry about that."

"We're just so excited to meet a new friend!" Trister said with delight.

"Oh, that's alright," the dizzy gryphon said as he slowly came to his senses.

"Yeah, no biggie," the dizzy Pokemon said as she slowly came to her senses.

"_I told you she was hyper, didn't I?"_ Discord said to Lionwing, who decided to ignore him.

"_Yes, I guess we forgot to mention that her guardian's pretty hyper too," _Razenoid said to Rayquaza, who decided to ignore him.

"Where did you say you were from, Lionwing and Rayquaza?" Marvin then asked suspiciously but not showing much of his suspicion.

"Oh, uh…" Lionwing answered nervously, "from the mountain not far from here. We just moved there with my colony."

"Wow, from the mountain?" Pinkie Pie and Trister asked in excitement.

"We didn't think anyone would move there because it used to be a dragon's place for his nap," Dialga stated. "At least, that's what Drago told me."

"Personally, we blame it on the real estate agent," Spike mumbled to Skyress, who snickered in reply. They jumped with a yelp when there was a loud growl in the room and hid behind Twilight and Dialga.

"It was a joke!" Skyress protested quickly. Lionwing looked down at his stomach sheepishly, while Rayquaza did the same.

"My apologies," he said with a blush. "That was my stomach."

"Mine too," she said with a blush. "Sorry." Rainbow and Helios chuckled in reply.

"And I thought you were cute before," the Darkus Dragonoid teased Rayquaza, who blushed more deeply.

"We figured our little races would make you work up an appetite," the rainbow Pegasus said to them before turning to Pinkie and Trister. "You have that order Helios and I made ready, guys?"

"It'll be ready soon," Pinkie answered with a cheerful smile.

"We just need to help Mrs. Cake put the peppermint icing on it," Trister added. As the six of them went to check on the cupcakes, Twilight and Drago turned to Marvin and Dialga.

"We take it you got those aura senses of yours kicking in again?" Drago asked, arching an eyebrow at the gryphon and his Dragon Pokemon. Twilight did the same as well. Apparently, they're just as suspicious as their boyfriend and mate.

"You got that right," the Martian Commander answered, rubbing his chin in thought. "There's something about them that just doesn't seem right."

"Do you suppose it has something to do with those collars of theirs?" Dialga asked. Twilight shrugged in answer.

"I'm sure they're not _that_ bad," Spike, licking the icing mustache of his upper lips.

"Yeah," Skyress concurred, taking a sip of her chocolate shake. "They probably have a…you know, different taste in jewelry."

"I don't know, Spike and Skyress," Twilight replied. "I'm sensing something off about those collars too."

"Me, three," Drago said with a bit of concern. Spike and Skyress turned to their adopted siblings and Martian/Pokemon friends in reply.

"Are you saying there's something wrong about Lionwing's and Rayquaza's collars and _not_ Lionwing or Rayquaza themselves?" Spike asked. The four of them nodded in answer.

"I guess that makes a little sense," Skyress replied with a shrug. Spike nodded in agreement as Rainbow Dash, Helios, Lionwing, Rayquaza, Trister, and Pinkie Pie came out again with a box of cupcakes on Lionwing's and Rayquaza's backs.

"Thanks for the cupcakes, Pinkie," the blue Pegasus said before turning to the gryphon.

"Yeah. Thanks, too, Trister," the black Dragonoid added before turning to the Pokemon.

"C'mon, Lionwing," Rainbow said. "If we're lucky, we'll catch Rarity and Fluttershy just outside the spa."

"Yeah, and if we're lucky, we'll catch Taylean and Boulderon too," Helios added. Twilight blinked before looking into her day planner.

"It's Tuesday already?" she asked.

"What's wrong, Twi?" Drago asked.

"Applejack and Wolfurio said they were going to come over to the library today for a book they're looking for."

"We'll, I think we have plenty of time to meet up with them," Marvin said, looking at his watch.

"Yes, lots of _time_ to meet up with them," Dialga joked. "Get it? Time?" Drago sighed deeply before rolling his eyes in amusement.

"You're lucky you're adorable," he said, nuzzling into her blushing cheek. "You know that, baby?"

"Great," Rainbow replied. "We can go with you so Lionwing and Rayquaza can meet them."

"Yeah," Helios said to Rayquaza, "you're gonna love 'em, Ray-Ray."

"Will you _please _stop calling me that?" she snapped with a bright blush. Twilight and Drago were about to protest about their new acquaintances coming as well, but Spike and Skyress stopped them. Seeing in their eyes that it'll be a bad idea to offend the gryphon and his guardian in front of Rainbow and Helios, they nodded with a hesitant sigh.

"Alright," they replied. After paying for the sweets, they all left for the library, Marvin, Dialga, Drago, and Twilight still feeling wary of Lionwing, Rayquaza, and their jade and ruby collars.


	5. Cutie Pie Crusaders & Adorable Seekers

**Ch.5: "Cutie-Pie" Crusaders and Circle of "Adorable" Seekers**

It wasn't long before Twilight, Marvin, Spike, Rainbow, Lionwing, and their guardians reached the Ponyville Library. As they approached it, Lionwing and Rayquaza gazed up at the building in awe.

"I never thought that a library would look like a very large oak tree," he said with fascination.

"Me, neither," concurred the Dragon Pokemon.

"Well, of course, it's a large oak tree," Spike replied, turning to the gryphon and his guardian.

"Don't libraries look something like that back at your old home?" asked Skyress.

"Not really, no," Lionwing answered, looking down at the little dragon and shaking his head. "Where Rayquaza and I came from, the library would usually be a room in a large castle."

"Or a normal-looking building," Rayquaza added.

"Well, _that's _a coincidence," Spike replied with a smile. "Before Twilight, Skyress, Drago, and I moved here to Ponyville, we lived in the capital Canterlot."

"And Twilight and Drago practically lived in the library there," Skyress added with a laugh, "which is really a tall tower." Twilight and Drago shot their adopted siblings a glare, making them wince with surprise.

"Whaaat?" Spike protested. "You've been reading and studying there so much since Skyress and I were hatchlings, it's practically your own home." The lavender Unicorn and red Dragonoid just rolled their eyes and shook their heads with groans before going into the library with the others right behind them.

"We're just saying…" Skyress protested.

"They're not…always like that towards each other," Lionwing asked Rainbow, "are they?"

"Yeah," Rayquaza asked Helios, "right?"

"Nah, Twilight loves her little brother dearly," the blue Pegasus answered assuringly.

"And Drago loves his little sister dearly too," Helios also assured them. "There are times when Spike and Skyress can do things that annoy them like not taking their seriousness so seriously, but still, they're family to one another." With a nod, they entered the library.

"Howdy, Twilight," Applejack said from by the table with Apple Bloom, Sweetie Belle, and Scootaloo. "The girls and I just got here a couple of minutes ago."

"Hey, Drago," Wolfurio said from by the table with Fraxure, Dragonair, and Gabite. "Same with me and the guys." Lionwing and Rayquaza turned and felt like cooing like doves at the three tiny fillies and their Dragon Pokemon guardians. They are just so cute and innocent, they could just hug them to death.

"Hi, Applejack," Rainbow said to the orange Earth Pony. "I want you to meet my new friend Lionwing. He just moved here."

"Hey, Wolfurio," Helios said to the Haos Knight. "I also want you to meet my new friend Rayquaza. She's Lionwing's guardian, and she just moved her also." Lionwing and Rayquaza then held out his talon and her claw out to the cow-pony and her guardian. Wolfurio shook the Sky High Pokemon's claw calmly.

"I am honored to meet you, Lady Rayquaza," the knight said to her politely. "I am Applejack's guardian Sir Wolfurio, and any lovely girlfriend of Helios' is a good friend of mine."

"Oh," Rayquaza replied, blushing a bit at being called Helios' girlfriend. "Why, thank you." Her poor partner, on the other hoof, wasn't so fortunate as he ended up getting shaken up by Applejack like with Pinkie Pie.

"Well, howdy-do thar, Lionwing," she said. "Name's Applejack, and we members of the Apple Family of Sweet Apple Acres Farm are always happy to make new friends."

"W-W-Well, th-th-that's n-n-nice," Lionwing replied, getting shook up from the hard shaking. Applejack then let go, and the gryphon tried to steady himself, wondering what it is with Ponies and shaking hands with someone so hard.

"And this is my baby sister Apple Bloom," the Earth Pony then said, turning to said sister. "And these are her friends Sweetie Belle (Rarity's baby sister) and Scootaloo (she's sort of a baby sister to Rainbow)."

"And this is my little brother Fraxure (he's Apple Bloom's guardian)," Wolfurio said, turning to said Pokemon. "And these are his friends Dragonair (Sweetie Belle's guardian/Taylean's little brother) and Gabite (Scootaloo's guardian/Helios' little brother figure)."

"And together…" Apple Bloom and Fraxure cried before all three fillies and all three Dragon Pokemon took super-cool poses.

"We're the Cutie Mark Crusaders!" all three Ponies cried in unison.

"And the Circle of Evolution Seekers!" their Dragon guardians cried in unison. Rayquaza and Lionwing blinked in reply.

"Cutie Mark Crusaders and Circle of Evolution Seekers?" Lionwing replied with confusion.

"We thought you'd be more like the Cutie-_Pie _Crusaders," Rayquaza stated, "and the Circle of _Adorable _Seekers."

"Cutie-Pie?" Scootaloo replied, looking a little grossed out at the idea.

"Adorable Seekers?" Gabite added, also grossed out.

"Well, because you're just so cute and adorable," the gryphon stated, feeling like he and his guardian just got on the little ones' bad side.

"Yeah," Rayquaza concurred. "You can't argue with that, can you?"

"I guess they have a point," Sweetie Belle replied after some thought.

"With or without our Cutie Marks or Evolved Forms," Dragonair concurred with a nod, "we're pretty adorable to them."

"I still like Cutie _Mark_ better," the tiny Pegasus muttered with a pout.

"I'll take _Evolution _Seekers any day," Gabite concurred with a growl. Rayquaza and Lionwing couldn't help but chuckle.

"If you're looking for my sister, Rainbow," Sweetie Belle then said to the rainbow-maned Pegasus, "I think she's still at the spa with Fluttershy. You know how much she loves to be pampered."

"Taylean should be there with Boulderon too," Dragonair said to the Darkus Dragonoid, "if you're looking for him, Helios. He loves his massages."

"Sure do," Rainbow Dash and Helios laughed before the Pegasus turned to Lionwing.

"Coming, Lionwing?"

"Of course," he replied. Feeling his protective guardian impulses kick in again, Helios stepped forward to fight Lionwing before Rayquaza spoke up.

"We're going to meet Taylean and Boulderon too, right, Helios?" He turned to see the hopeful look in her eyes and smiled.

"Sure thing, Ray-Ray," he replied, forgetting about his hostility towards Lionwing. The gryphon and his guardian then turned to Applejack, Wolfurio, the little fillies, and the little dragons.

"It was wonderful to meet you, Applejack and Wolfurio," Lionwing said to the the older Pony and her guardian. Rayquaza's tone became teasing to the little fillies and dragons.

"You six as well, Cutie-Pie Crusaders and Circle of Adorable Seekers."

"That's Cutie _Mark_!" Scootaloo snapped.

"And _Evolution _Seekers!" Gabite yelled. Rainbow, Lionwing, and their guardians just laughed at their reactions before saying goodbye to the rest of the group and leaving the library. Applejack and Wolfurio turned and frowned at the suspicious look Twilight and Drago were giving their new acquaintances.

"Something wrong, sugar cube?" AJ asked Twilight.

"Yes," Wolfurio said to Drago, "what's troubling you, my friend?" Twilight and Drago snapped out of their thoughts and turned to their friends.

"Oh, it's Lionwing and Garble," Twilight answered. "Marvin and I can't help but get a bad feeling about them."

"Same with Dialga and me," Drago added. "We think it's got something to do with their collars."

"I thought it was just the gryphon himself," Scootaloo growled, still not liking the teasing gryphon hanging out with her role model.

"And that green Dragon Pokemon," Gabite growled, still annoyed about the teasing Sky High Dragon hanging out with his role model.

"Well, have y'all talked to Rainbow and Helios about your concerns with their new gryphon boyfriend and Dragon girlfriend?" Applejack asked.

"They've only just met today," Marvin answered matter-of-factly.

"And we would've told her about it," Dialga added, "but Spike and Skyress here didn't think it would be a good idea."

"We just don't want us to go and hurt Rainbow's feelings," Spike explained with a shrug, and Skyress nodded in agreement.

"I dunno," Wolfurio then said, turning to the door that Rainbow, Lionwing, and their guardians had left through. "They seem like a nice enough gryphon and Pokemon."

"A strange taste in style with those collars and all," Applejack concurred, "but polite and sweet like Granny Smith's blue-ribbon cinnamon-caramel apple strudel nonetheless."

_That _does _sound like a pretty good comparison,_ Twilight thought with an arched eyebrow. _Still…I have my doubts about Lionwing and Rayquaza_.


	6. Touched by Chivalry

**Ch.6: Touched by Chivalry**

"…And then I said to him, 'Spike, darling, you are a _genius_!'" Rarity said with a smile on her newly pampered face as she, Fluttershy, and their guardians were just leaving the spa.

"And I said to her, 'Skyress, darling, you are an absolute _genius_!'" Taylean added with a chuckle on his newly polished.

"Oh, my," Fluttershy said softly. "What did you do then?"

"Yeah, what did you two do?" Boulderon concurred softly as well.

"Oh, I simply gave him a kiss on the cheek," the lovely Unicorn answered, "and he fell to the floor with an adorable grin on his face."

"And I simply gave her a kiss on the cheek," the handsome Ninja answered, "and she fell to the floor with an adorable smile on her face." Boulderon then let out a frightened grunt as Fluttershy cried out in a frightened yelp, surprising their friends.

"Oh, darlings, there's no need for you to get upset," Rarity assured them. "They're perfectly fine." That's when she bumped into someone taller and with what felt like feathers.

"Lady Rarity!" Taylean cried as he rushed towards his partner... just before he smashed into someone taller and what felt like... iron hard scales...

"Our deepest apologi—OH, MY!" they cried when she saw that she bumped into Lionwing and Rayquaza.

"It was my fault, milady," he said, placing a claw on his chest apologetically. "I wasn't expecting to bump into you like that."

"Well, don't do that again if you know what's good for you!" Taylean snapped before turning to Rayquaza and bowing more politely.

"It was purely my fault, milady," he said to her, placing an armored gauntlet across his chest apologetically. "I wasn't expecting to bump into you like that myself." Helios and Rainbow then stepped up to Lionwing and Rayquaza's sides.

"Hi, girls," Rainbow said. "I want you to meet my new friend Lionwing. He just moved here." She then turned to the gryphon. "Lionwing, this is Rarity and Fluttershy."

"Hey, guys," Helios added. "I want you to meet my new friend Rayquaza, Lionwing's guardian. She just moved here too." He then turned to the green dragon. "Rayquaza, this is Taylean and Boulderon, Rarity and Fluttershy's guardians."

"He-Hello," Fluttershy said timidly. She hasn't forgotten about her encounter with Glida, and she hopes that this new gryphon friend of Rainbow's is different.

"Ye-yeah... hi..." Boulderon added quietly. He hasn't forgotten about his encounter with Gilda's guardian Krakenoid as well, and he hopes that this new dragon friend of Helios' is different also.

"How do you do?" Lionwing said, giving them a small bow.

"Nice to meet you," Rayquaza added, giving them a bow as well.

"Oh, it is so nice to meet you, sir," Rarity said with a smile. "And don't you worry about Fluttershy. She may be a bit timid around newcomers, but she'll open up to you soon once she gets to know you."

"Yes, and the pleasure of meeting you is all mine as well, madam," Taylean said with a smile. "And don't mind Boulderon. Like his partner, he may be a bit timid around newcomers, but he'll open up to you once he gets to know you."

"Oh, we understand," Lionwing said with a small chuckle. "I used to be shy myself when I was just a fledgling."

"And I used to be shy myself when I was just a dragonet," Rayquaza giggled. She and her partner then noticed a puddle in front of the two Ponies and their Guardians. "Uh oh..." Curious, the girls and guys looked down and gasped.

"Oh, dear," Fluttershy said with concern.

"Aw, man," Boulderon added.

"Oh, I simply cannot cross over without ruining my new hoof pedicure," Rarity said, looking at her freshly polished hoof.

"And I just had my armor polished," Taylean concurred, looking at the freshly cleaned armor covering his body.

"Why couldn't you just—" Rainbow and Helios started before Lionwing knelt down and spread his wing out over the puddle, while Rayquaza used her Air Lock ability to shrink the puddle considerably.

"Allow us, miladies," he said with a smile.

"You have no need to worry," Rayquaza added with a grin.

"Oh, why, thank you, Lionwing and Rayquaza," Rarity said as she, Fluttershy, and their guardians crossed over the gryphon's wing, over the now smaller puddle.

"I hope we don't hurt your wing," Fluttershy said, turning to him with sad eyes.

"And I hope that that ability of yours didn't drain any of your powers," Boulderon added with a whimper.

"Oh, do not worry, Miss Fluttershy," the gryphon assured her with a small smile. "My wings are quite strong enough to handle anything."

"And don't worry, Boulderon," the Dragon Pokemon added with a smile. "My powers are strong enough to handle any kind of weather predicament. I highly doubt that a puddle would be able to drain much of them."

Fluttershy and Boulderon returned their smiles as they got to the other side. Lionwing then stood up and shook his wing a small bit to get the water out, while the golden lines over Rayquaza's body stopped glowing red as her Air Lock power faded.

"I was going to suggest that they just walk around it," Rainbow said to Lionwing as he then folded his wing back.

"Yeah, they have legs for a reason you know," Helios grumbled as Rayquaza stretched.

"I apologize," Lionwing explained, turning to the Pegasus with kind eyes, "but I thought it would be necessary to be polite to your friends in order to make a good first impression."

"Me as well," Rayquaza explained, turning to him sweetly. "I only wish to be polite to your friends in order to make a good first impression as well."

Rainbow and Helios blinked with surprise. They never thought that Lionwing and Rayquaza were considering themselves sensitive to others. Hay, they didn't think that they're trying to prove themselves good friends to their own friends. Then again, they did notice Twilight, Marvin, and their guardians looking at them rather strangely…

"Something bothering you, Rainbow dear?" asked Rarity.

"Yes, what is troubling you, Helios, my friend?" Taylean questioned. The black Dragonoid and his partner quickly snapped out of it.

"Uh, no," Rainbow answered Rarity. "I just…wasn't expecting Lionwing to be that much of a gentlecolt." Lionwing decided to take that as Equestrian talk for "gentleman".

"Yeah," Helios added. "And I just... wasn't expecting Rayquaza to be that much of a lady dragon." Rayquaza decided to take that as Vestroia talk for "lady".

"A true gentlecolt is always willing to show the greatest respect for any lady," he stated, taking her front hoof with his claw and kissing it gently. Rainbow Dash blushed in reply while Rarity and Fluttershy went "Awww…" as if they were a cute baby puppy playing with an adorable baby kitten.

Helios growled furiously at this sudden display of affection, he was itching to break open his mini-guns and spray bloody hell onto that damned gryphon, before Rayquaza came up to him and smiled. "And a true lady dragon is always willing to show the greatest respect for any creature in need as well, including your Ray-Ray."

With that, the Darkus Dragonoid quickly forgot about his wrath at the gryphon, before taking her claw with his own and kissing it gently. Rayquaza blushed in reply while Taylean and Boulderon went "Awww..." as if they were a cute baby puppy playing with an adorable baby kitten also.

"_Whoever said that chivalry is dead sure as hay never met _you," Discord said to Lionwing.

"_It's a habit I have_," Lionwing stated humbly. "_So sue me_."

"_You have it bad for him, don't you?_" Razenoid teased the Dragon Pokemon.

"_So what?_" Rayquaza replied, her fiery nature rebelling against her so-called master's words. "_Whadya you expect me to do?_"

Meanwhile, not to far from the spa, Devon, Cornwall, and Ayden are hiding in an alley watching the four. Seeing Lionwing kissing Rainbow's hoof and Helios kissing Rayquaza's claw gave Devon a great idea.

"Corny, I'm going to need two acorns," he whispered to his other head. Cornwall then handed him two acorns from their sack.

"Take on a form that would help Lionwing and Helios charm Rainbow and Rayquaza more," Devon whispered before blowing on them. He then tossed them into the air, and the acorns transformed into a red rose and a white rose, which then floated over to Lionwing, the Ponies, and their guardians. The red one then landed on the gryphon's claw as the white one land on Helios' foot.

"Oh, my," Fluttershy said when they saw the flowers. "I wonder where those rose came from."

"Yes," Boulderon muttered. "Flowers don't just appear out of nowhere like that."

"I am unsure myself, Miss Fluttershy," Lionwing answered, "but I am sure that it would be lovelier here." He then settled the rose on Rainbow's ear, earning him a surprised glance.

"Indeed..." Helios added, struggling against the urge to blast the gryphon into nothing with his Ragonork Buster. "I don't know either, Boulderon, but I'm sure that it would be cuter here on Ray-Ray's ear." With that, Helios settled the white rose on Rayquaza's ear, earning himself a surprised glance.

"I just think that it looks beautiful on you," Lionwing explained to Rainbow with a light blush. "The way it brings out your eyes." Rainbow blushed back with a bashful smile.

"Yeah, and it looks cute on you as well, Ray-Ray," Helios explained with a light blush. "The way it brings out that spark in your eyes." Rayquaza blushed back with a bashful smile.

"Oh, how romantic," Rarity said to Fluttershy.

"And I can't believe someone like Helios, whom I thought didn't have a single romantic bone in his body but flirtatious teasing, could treat a lady Guardian so chivalrously," Taylean remarked to Boulderon.

"It's just so sweet," the yellow Pegasus concurred.

"I'm with Flutters," Boulderon agreed. "They do look rather cute together." The eight of them then headed down the path together, Rainbow and Lionwing walking side by side, and Helios and Rayquaza walking side by side as well.

"If we keep this up," Devon then whispered to Cornwall, "Lionwing and Helios will end up proposing to the girls."

"Uh, don't they need _rings_ for that?" the shorter head asked with some thought. Devon then thought about it.

"You have a point there," he replied. "After all, it cannot be a _proper_ marriage proposal without—" He was then cut off when Ayden started squawking at them like crazy.

"Oh, right," Cornwall said, obviously understanding what the silver-winged falcon was saying. "We better catch up with those four." The three of them then ran off to catch up with their targets.


	7. Let Us Be Your Wings

This song is from the movie Thumbelina, which belongs its proper creators, not the fanfic writers.

**Ch.7: Let Lionwing and Helios be Rainbow and Rayquaza's Wings**

A short while later, around the time that the sun was starting to go down, Lionwing, Rainbow Dash, and their guardians had a stroll through the town after seeing Rarity, Fluttershy, and their guardians off. Throughout the whole day they have started to become closer. Really, Rainbow and Lionwing's shoulders are practically brushing against each other. And Lionwing has wrapped his wing around Rainbow Dash to keep her warm from a sudden breeze (Hint: it has to do with a black acorn). Helios would have clobbered him if he wasn't paying attention to Rayquaza and keeping her warm with his wing around her shoulders.

Throughout the whole day, Lionwing and Helios felt themselves falling more and more for the tomboyish Pegasus and the feisty Dragon Pokemon. The moment on that hill caused them to enjoy their heartbeat mixing with their own. Seeing flowers in Rainbow's mane and ear and the flowers in Rayquaza's horn and ear (they're still there, btw) made them adorable in the males' eyes. And they couldn't get enough of the girls' adorable blushes, Lionwing adored Rainbow's fun-filled laugh and spirited flying, and Helios adored Rayquaza's spunk and cute giggling. Even their smiles make the gryphon and Dragonoid float on cloud nine.

"It's beautiful, isn't it?" Rainbow asked, turning to the sunset. Lionwing looked up and smiled at its marvelous beauty.

"Yes, it is," he answered before looking down at her. "But not as beautiful as _you_." Rainbow couldn't help but blush with a bashful smile.

"You're just saying that," she laughed.

"No…I mean it," he purred, nuzzling his beak into her blushing cheek. Rainbow just returned the nuzzle, recalling all that had happened to her today starting with running into Lionwing. Helios growled at the pair before feeling Rayquaza nuzzling her cheek into his neck.

"I have to admit, Helios," she said as he looked down at him. "For a flirt, you really know how to show a lady guardian a good time." He smiled back before placing his head on hers in a gentle embrace.

"What can I say," he replied softly. "You're the most amazing dragon I've ever met." She looked up at him with surprise.

"You really think so?"

"I don't think," he answered, giving her an Eskimo kiss. "I _know_." She simply giggled as she returned the Eskimo kiss.

_**Lionwing:**_** Let me be your wings**

_**Helios: **_**Let me be your only love**

_**LW & Helios: **_**Let me take you far beyond the stars**

Rainbow and Lionwing then took off to the sky together, feeling free as a pair of swans with one being with the other. Helios and Rayquaza then followed after them, feeling like they are about to perform their mating dance for each for the first time. Their hearts were so much a-flutter that they began to fly around the clouds, molding them into two hearts, each holding two pairs of wings within.

_**Rainbow:**_** Let me be your wings**

_**Rayquaza: **_**Let me lift you high above**

_**LW & RD:**_** Everything we're dreaming of**

_**Helios & Rayquaza: **_**Will soon be ours**

They then flew towards the lake and began trailing their feet across the surface as if they were ice-skating (Rayquaza used her snake-like coils). If anypony or any-guardian was watching them, he or she would've think they were the two perfect pairs of performers.

_**Lionwing: **_**Anything that you desire**

**Anything at all**

_**RD & Rayquaza: **_**Anything at all**

_**Helios:**_** Every day I'll take you higher**

**And I'll never let you fall**

Rainbow never thought that she would begin to fall in love with a gryphon like Lionwing. After finding out what a huge jerk Glida was, she never thought she would trust gryphons again. But Lionwing…he's completely different. He's polite, a great flyer, he's fun to have around… What more could she ask for in someone like him?

And Helios never thought that he would fall for a non-Dragonoid guardian like Rayquaza. After learning that Krakenoid was just as much a jerk as his partner Glida, he was having a hard time trusting other guardians that are not Dragonoids like him and Drago. But Rayquaza's…different. She's feisty, an awesome flyer, a real sweetheart…What more could he possibly want in a girl like her?

_**Lionwing:**_** Let me be your wings**

_**Helios: **_**Leave behind the world you know**

_**LW & Helios: **_**For another world of wondrous things**

_**RD & Rayquaza: **_**Wondrous things are sure to happen**

Lionwing of course was surprised that he, a magnificent gryphon, would find more to Rainbow Dash than just her appearance. She helped him make a few new friends who accepted him, and he didn't need Discord's help in fitting in with a group and getting accepted. It was as if Rainbow herself was the key to acceptance after all…his angel of mercy.

Rayquaza was also surprised that she, a Sky High Legendary Pokemon, would find more to Helios than just his cute looks and flirty attitude. He helped her and Lionwing make new friends who accept and like them, and she didn't need Razenoid's help in helping Lionwing fit in with a group and getting accepted. It was as if Helios himself was her key to proving herself a great guardian to Lionwing…her guardian angel in love.

_**Lionwing:**_** We'll see the universe**

_**Helios: **_**And dance on Saturn's rings (Oooh, yeah-ah)**

_**LW & RD:**_** Fly with me**

_**Helios & Rayquaza: **_**And I will be**

_**LW & Helios:**_** Your wings**

_**RD & Rayquaza: **_**Oh, your wings**

They then took off together into the sky once more, its colors becoming shades of red, orange, and yellow that would make autumn leaves green with envy. Lionwing then felt his heart flare up with passion as Rainbow flew loop-de-loops around him, her rose red eyes sparkling lovingly into his yellow-green like a pair of rubies. And Helios couldn't help but watch Rayquaza all lovestruck as they corkscrewed through more clouds, the white vapors colored by the sunrays swirling around them like ribbons.

_**Rainbow: **_**Oh, anything that you desire**

**Anything at all**

_**Rayquaza: **_**Every day I'll take you higher**

**And I'll never let you fall**

Rainbow and Rayquaza then took a nosedive down to the ground below them, and Lionwing and Helios shot down after them. As the girls were halfway from the ground, Lionwing scooped Rainbow up into his front legs and held her close but gently. Helios did the same and held Rayquaza bridal style in his arms. The Pegasus Pony and Sky High Dragon then looked up and smiled at them, and they smiled back.

_**Rainbow:**_** Let me be your wings**

_**Lionwing:**_** Let me be your wings**

_**Rayquaza:**_** Let me be your only love**

_**Helios:**_** Get ready for**

**Another world of wondrous things**

_**RD & Rayquaza: **_**Wondrous things**

The then flew down together gently and while holding each other, feeling like one is the wind beneath the other's wings. They have forgotten where they are…not noticed that they have finally reached the ground…not realize that the sun has completely sunk into the horizon to end its descent. They did not care; they were consumed by love.

_**Lionwing:**_** We'll see the universe (Oh, you'll be…)**

_**Helios: **_**And dance on Saturn's rings (Oh, I'll be…)**

_**LW & Helios:**_** Heaven isn't too far**

_**RD & Rayquaza: **_**Heaven is where you are**

_**Rayquaza & Helios:**_** Stay with me and**

_**LW & RD:**_** Let me be your wings**

They then rested on a hill, Lionwing holding Rainbow to his side gently with his wing, and Helios holding Rayquaza in his arms as she lied back on the grass. Oh, but this isn't just any hill. This is the flowery hill where they've begun to have feelings for each other…where they've ended up close to each other and looking into each other's eyes…

"Oh, just look at Lionwing and Rainbow, Cornwall," Devon whispered to him as they and Ayden hid behind a nearby hill. "I think they're going to kiss. They're just so perfect together."

"Yeah, I'll say the same for Helios and Rayquaza," whispered the shorter head, "but just remember to keep it down. We don't want to give ourselves away." The three of them then watched as Lionwing and Rainbow turned to each other…and looked deeply into each other's eyes…rose red into yellow-green…yellow-green into rose red…they inched closer to each other…their lips mere centimeters from meeting…

Helios looked down at Rayquaza as she looked up at him…and looked deeply into each other's eyes…bright yellow into emerald green…emerald green into bright yellow…Helios lowered his head closer to Rayquaza's face…his lips mere centimeters meeting hers…

Suddenly, a bright flash of golden light flashed out above them! Shielding their eyes, the four lovers pulled away with surprise. As the light faded, they then looked up with shaded eyes to see Princess Celestia and Lady Arceus flying towards them.

_Not exactly how I planned it_, the disguised Discord thought to himself, _but perfect!_

_I would say this is better than how we planned it, _the disguised Razenoid thought to himself.


	8. Princess & Lady Kidnapping

**Ch.8: Kidnapping of the Princess and Lady**

"Princess Celestia!" Rainbow Dash cried, jumping up to her feet.

"Lady Arceus!" Helios cried as well, jumping to his feet as well. Lionwing then stood up beside her, awed by the Alicorn's magnificence, while Rayquaza stood up beside Helios, awed by the Alpha Pokemon's immense power. The four of them then bowed to them as the Princess and Lady landed in front of them.

"Hello, Rainbow Dash," Celestia said to the young Pegasus before turning to Lionwing with a gentle smile. "And who is your new friend?"

"And hello to you as well, Infinity Helios," Arceus said to the young Dragonoid before turning to Rayquaza with a gentle smile. "And who is your new friend, may I ask?"

"Oh, this is Lionwing," Rainbow answered, blushing as she turns to her new love. "He's new here." Lionwing, being the well-mannered gentleman that he is, then bowed to Celestia with his wings spread out.

"And this is Rayquaza, his guardian," Helios responded as well, blushing as he turns to his new love. "She's new here too." Rayquaza, being the well-respecting lady that she is, then bowed to Arceus with her lines glowing with respect.

"Your Majesty," he said to her. "I am honored to meet you for the first time in person."

"And me as well," Rayquaza added to Arceus. "I am honored to meet you for the first time in person, your Excellency."

"The honor is all mine, Lionwing," the white Pony replied, pleased by his gentlemanly manners.

"And mine as well, Rayquaza," the white Pokemon concurred, pleased by her ladylike manners.

"Uh, Princess?" the confused Rainbow then said to her. "What brings you and Lady Arceus here if you don't mind me asking?"

"Yeah," the confused Helios added. "Is something wrong?"

"Twilight told me that you've befriended this gryphon here," Celestia then answered, "and that there's something strange about his collar that was making her uneasy."

"Indeed. Drago told me that you've befriended this Pokemon also," Arceus then added, "and that there's something strange about her collar also that was making him uneasy.'

"Their collars?" Rainbow replied, turning to the jade and ruby jewelry with an arched eyebrow.

"How come he never talked to _us_ about it?" asked Helios.

"They told us that they wanted to," the princess explained.

"But they, Marvin, Spike, and their guardians were afraid of hurting your feelings by not trusting him or giving him a chance," Arceus finished. The rainbow Pegasus and her Darkus guardian then thought about it.

"I guess that's a good enough reason," the Pegasus replied.

"Yeah. I agree with RD," Helios added. Princess Celestia and Lady Arceus then turned their attention to Lionwing's and Rayquaza's collars. They do indeed sense strange auras emitting from it…two familiar auras…

"NOW!" Discord and Razenoid then shot out at them, their disguises returning to normal during the process. Celestia was so surprised that she never got the chance to react as Discord then tackled her to the flower-filled grass; Arceus either as Razenoid slammed into her and pinned her to the grass as well.

"Heya, Tia," the Draconequus purred before planting ticklish pecks on her swan neck.

"Discord, stop!" Celestia ordered in between giggles as she tried to push him off with no success.

"Oh, you're just so _cute_ when you laugh," he chuckled. Arceus would've helped if it weren't for Razenoid.

"Hey there, Arcy," her purred before planting ticklish pecks on her neck.

"Razenoid, stop!" Arceus demanded in between giggles as she tried to push him off with no success.

"And you're just so _adorable_ with that laugh of yours," Razenoid chuckled as well.

"WHAT IS THE MEANING OF THIS?!" Helios roared, turning on Lionwing furiously. "YOU LED THEM STRAIGHT TO US! NOW ANSWER, OR I'LL BLOW YOUR HEAD OFF!" Helios bellowed, his mini-guns popping out as he prepared to shower the gryphon with bullets.

"Hey!" Cornwall yelled as the two-headed dragon jumped out from their hiding spot. "Hands off the ladies, freakazoids!" Devon turned to him with shock and nervousness.

"Uh, Corny," he mumbled in a warning tone. "I don't think that's such a good idea." Discord and Razenoid turned to them with surprise.

"How did you get out of your cage?" Discord demanded.

"Kaa, Hiss, Mewtwo, and Genesect are supposed to be guarding you!" Razenoid added.

"Long story short," Cornwall answered, "we knocked them out." Then Ayden flew out and dove at Discord and Razenoid, attacking them.

"Hey, quit it, you little runt!" they yelled, throwing their arms around to get the falcon away from them. When they did, Princess Celestia and Lady Arceus squirmed away and took off to the sky. As they did, Razenoid grabbed poor Ayden before he can fly away.

"You little pain in the neck!" he yelled with a glare. "You should've backed off when you had the chance!" Razenoid then aimed a claw glowing with Darkus energy at the trapped falcon, a grin of malice on his face. Lionwing and Helios, who was in a state of shock at the time, quickly snapped out of it and turned to Rainbow and Rayquaza.

"Rainbow, you go and help the princess and lady," Helios said to them quickly.

"You too, Rayquaza," Lionwing said to his guardian. "Helios and I will take care of them." Rainbow and Rayquaza nodded and flew off as Devon and Cornwall jumped the Darkus Beast, freeing Ayden from his clutches while he fired his Darkness Destruction, which obliterated a tree. Seeing his chance, Lionwing shot out and scooped up the stunned falcon to get him out of harm's way, while Helios activated his jet turbine and charged at Razenoid, purple flames belching from the rocket, while his wings flapped furiously as well, further boosting his already insane speed.

"You will be safe up here, Silverwings," Lionwing said softly as he settled him on the branch of a nearby tree. He then turned and flew back to help Devon, Cornwall, and Helios fight off Discord and Razenoid. But just when he was about a foot from them…

BAM! The Draconequus shot his fists out as if his arms were made of rubber, hitting the dragon in the gut and the gryphon in the face, while Razenoid twisted round, and his massive tail cracked into Helios, knocking the Darkus Dragonoid straight into Lionwing, knocking them both to the ground in a heap. It may have knocked Lionwing and Helios out, but Devon and Cornwall were merely stunned. However, it gave Discord and Razenoid the opportunity to take off after Celestia, Arceus, Rayquaza, and Rainbow Dash.

Once in the sky, they spotted their princess and lady, Helios's Sky High Pokemon, and Lionwing's Pegasus flying as fast as they could through the evening sky. They then grinned with delight. They will capture _all four _of them. Discord can have his filly _and _get back at Lionwing for his betrayal, while Razenoid can have his Pokemon and get back at Rayquaza for her betrayal. Discord then snapped his fingers, and both Ponies' wings and Celestia's horn vanished in a flash of light, while Razenoid snapped his claws. Two black collars appeared around Arceus and Rayquaza's necks, taking away their powers.

"Oh, no!" the princess and lady cried.

"Not good!" Rayquaza agreed in fear.

"Not again!" Rainbow concurred as they began to fall to the ground below. However, the second they began falling, Discord had a steel cage appear under them to catch them. Once it locked itself shut, he and Razenoid flew over to the two trapped Ponies and the two trapped Guardians.

"Once again, Celestia," he purred, tracing his lion finger up from her neck to her chin, "you're mine."

"Same to you, Arceus," Razenoid growled, tracing his razor sharp claw up from her neck to her chin.

"Leave Rainbow Dash and Razenoid out of this, Discord!" the Alicorn demanded, pulling away from Discord's flirty touch.

"They have done nothing to you!" the Alpha Pokemon demanded, pulling away from Razenoid's flirty touch.

"True," Discord stated, glaring at the rainbow Pony hiding behind her princess. "But Rainbow's the cause of Lionwing's betrayal." Rainbow felt her heart sink at what she had heard.

"And you're wrong about Rayquaza," Razenoid added, glaring at the green Dragon Pokemon hiding behind the lady, "for she me for that Darkus Dragonoid. " Rayquaza felt her heart sink at what he had told Rainbow. Razenoid had revealed her and Lionwing's secret...

"Lionwing and Rayquaza's…working for you?" Rainbow asked, turning to the green dragon in shock. Discord and Razenoid simply gave her a smug smirk.

"They _used _to," Discord answered her, "but they had the nerve to stab us in the back because they've fallen for you and Helios for _real_!"

"I swear," Razenoid growl, "that guy has a weird taste in girls as that dragon has a strange taste in boys."

"But didn't _you_ try to hook us up in the first place?" Rainbow asked. Short pause.

"We're just gonna ignore that question," Discord said before snapping his fingers. And all six of them vanished in a flash of light.

Back at the ground, Devon and Cornwall have just gotten out of their stunned state and are now trying to revive the unconscious Lionwing and Helios.

"C'mon, you two," Cornwall said, gently smacking their cheeks. "Wake up already."

"Maybe this will help," Devon said, taking out a black acorn. "Help wake Lionwing and Helios up." He then blew onto it, and the acorn transformed into a bucket of water. The dragon then dumped its contents onto the gryphon and Dragonoid, waking them up in an instant.

"Wha—What the—" Lionwing cried, jumping to his feet. "What happened? Where's Discord?" Ayden then flew over to him and squawked what he had witnessed.

"What in Vestoria's name happened?!" Helios cried, jumping to his feet as well. "What's going on? Where's Razenoid?" Ayden then squawked.

"They took Princess Celestia , Lady Arceus, Rayquaza, _and _Rainbow Dash?" the gryphon cried in shock. He then let out an unearthly gryphon roar of rage, making the others cringe back in fear. They know Lionwing never means to scare them now; he's just worried about his Pegasus lover.

"If Discord so much as harm a single hair in her colorful mane," he then hissed, "I will make him wish he never saved me in the first place…"

"And if Razenoid so much as touches a single one of her green scales," Helios snarled, "I will make him wish he was never born..."

"Easy there, you guys," Cornwall said to them.

"DON'T TELL ME TO CALM DOWN!" Lionwing yelled. "HE HAS MY RAINBOW!" The two-headed dragon and falcon then saw that he's shedding real tears, tears of pain and sorrow at the thought of loosing the love of his life.

"AND DON'T YOU TELL ME TO CALM DOWN EITHER! THEY HAVE MY RAYQUAZA AND RAINBOW!" The Darkus Dragonoid bellowed, fury etching its way onto his features. He then turned and glared at Lionwing, his eyes glowing with rage as the plates on his arms slid up, and two mini-guns, their barrels glowing in the sun, slid out. The chest plates then opened up, and his Ragonork Buster slid out, the massive energy cannon glowing faintly with energy. Two pods on his back then slid open, and two rocket launchers slipped out.

"You... you were the sole cause of Razenoid and Discord kidnapping both Rayquaza... and Rainbow... you should know how much a guardian cares for his partner... and you have robbed me... of her... I will make sure... you will not... live... another... day on this... planet..." With that, the enraged Darkus Dragonoid aimed his entire arsenal of weaponry at the shocked gryphon, whose tears were flowing freely now.

"Go ahead... kill me..." The gryphon whispered, lowering his head in shame. "I deserve it for not protecting... Rainbow... Rayquaza... or the Princess or Lady better..." Helios's wrath faded at these words, and his weaponry instantly withdrew into his armored body.

"If you are truly sorry... then you must come with me and save our lovers... along with the Princess and Lady..." Helios growled.

"Yes... I will..." Lionwing replied, a smile forming on his face as he shook Helios's claw.

"But afterwards," the Dragonoid added, "if you are ever to wish to be with her, you must face me in a Courtship Battle. Only then will you ever prove yourself worthy of my trust."

"It probably won't matter if I win or loose," Lionwing whimpered. "Discord probably told her that I was using her at the beginning. Rainbow…she must hate me now…" Ayden then settled onto his shoulder and rubbed his head into the larger creature's neck with a reassuring coo.

"Yeah, and Rayquaza must think I hate her now... for now knowing that she... was... working for Razenoid..." Helios sighed sadly. Devon clapped a reassuring hand on his shoulder.

"Oh, I'm sure they still love you," he said to them, "especially when we tried to get you four together." The panicking Cornwall slapped his hand over his other head's mouth, but it was too late.

"You were trying to what?" the gryphon and Dragonoid asked, turning to the dragon.

"Uh, well, ya see," Cornwall started nervously, "the thing is…"

"Wait a minute," Lionwing said with a glare. "The tripping and crashing into Rainbow and Rayquaza…"

"And the roses we gave them…" Helios added with a glare.

"And the breeze that made them cold so we could warm them up…They were all _**YOU**_?" they cried in unison.

"It was Ayden's idea!" Cornwall cried, pointing an accusing finger at the falcon. Lionwing and Rayquaza calmly turned to said culprit, who just cooed his answer in raptor tongue.

"_You four were perfectly made for each other."_ Lionwing and Helios then looked down with closed eyes and smiled.

"Thank you," Lionwing said to them before looking up at the sky as stars begun to appear. "Now let's go save them." He then spread out his wings and took off to the sky, before Helios rocketed in front of him.

"I swear, if you don't manage to save Rainbow or Rayquaza, I will personally make sure... that you don't live another day... get it, gryphon?" Helios growled. "After all, you are a traitor... working for them... then not..."

Lionwing simply nodded. "I agree... go ahead and destroy me if we fail... that is what I truly deserve..." Helios growled as he turned around and rocketed away, Lionwing following him with his head down.

"Did they just thank us?" Cornwall then asked in awe.

"I think they did, " Devon answered. Then they and Ayden took off into the sky after their gryphon and Dragonoid allies.


	9. Lionwing & Helios to Rescue

**Ch.9: Lionwing and Helios to the Rescue**

Kaa and Hiss jumped with yelps and turned with a start when a light flashed behind them, and Mewtwo and Genesect flew in front of them to protect their partners. Before them stood Discord, Razenoid, and a cage holding Princess Celestia, Lady Arceus, Razenoid, and Rainbow Dash.

"Ma-Massstersss," Kaa hissed. "Pleassse, let usss explain."

"It was mine and Genesect's fault, might ones," Mewtwo quickly said, kneeling before them. "We were standing watch over the prisoners as you have told us to do alongside Kaa and Hiss when—" He stopped when Discord held up his hand to silence him.

"We'll listen to your excuses later," he said with a glare.

"But right now," Razenoid added, "We want you to guard someone else for us." He then snapped his fingers, and the cage opened up. He then held his lion paw out to Celestia with a flirty grin on his face as Razenoid held his claw out to Arceus with a dashing smile.

"Shall we, my princess?" Discord purred.

"My lady fair?" Razenoid purred. Rainbow and Rayquaza shot out between the two deities and two guardians, anger in their eyes at the chaotic demon and the Darkus Lord of Evil.

"Don't you _**DARE**_ touch the princess!" Rainbow yelled.

"And I won't let you near Lady Arceus!" Rayquaza yelled. Razenoid would have used an attack on his former servant had Princess Celestia not place a comforting hoof on the blue Pony's shoulder and Arceus place a comforting hoof on the green dragon's arm.

"It will be alright, Rainbow," Celestia said to her assuringly.

"You have no need to fear either, Rayquaza," Arceus added softly. They then took their hooves off to place them into Discord's paw and Razenoid's claw. The two males then led them out of the cage before closing it and locking it again. Discord then turned to Kaa and Hiss sharply.

"Keep watch over Rainbow Dash and that traitor Rayquaza," he ordered them.

"Knowing the traitor Lionwing and that Dragonoid Helios," Razenoid added, "they will be coming here to save them. So be on your guard."

"Right," Hiss replied with a nod. Then Discord, Celestia, and their guardians left for the other room. Once in it, Discord snapped his fingers again to close the doors, leaving Rainbow, Rayquaza, and the minions inside.

"Well, that went well," Genesect said to Hiss with a bit of relief.

"Oh, shut up," Rayquaza spatted, turning her back to them and coiling up before burying her face into her folded. She didn't want them or Rainbow to see her tears that are starting to form in her eyes. She couldn't stand the thought of Helios now probably hating her for working for Razenoid, and she couldn't even protect her new partner either.

Rainbow simply placed a comforting hoof on the dragon's shoulder with tears in her eyes as well. She was having a hard time with Lionwing working for Discord. It's like he never liked her in the first place. But nothing could possibly be worse than seeing her guardian's new sweetheart in pain.

"That's no way for a lady to talk!" they heard Kaa reply indignantly.

"What is your problem anyway?" demanded Mewtwo.

"Well, how would _you _feel if someone you fell in love with turned out to be working for your enemy?" Rainbow yelled, turning to them sharply despite her tears.

"And if the guy you've fallen for now probably hates you because you're working for the enemy?" Rayquaza yelled through her sobs. Kaa slithered behind the shocked Mewtwo in surprise, neither expecting that kind of outburst.

"You…fell in love with Lionwing and Helios?" Hiss replied in confusion. "I underssstand that you two are dragonsss, Rayquaza dear, but…didn't think it wasss possible for Rainbow and Lionwing sssince he wanted to fit in by ssserving sssomeone." Now it was Rainbow's turn to be confused.

"He and Rayquaza were working with Discord and Razenoid to be accepted?" she asked. "Wherever did they get that crazy idea?"

"I'm sorry we never told you or Helios this," Rayquaza answered calmly, "but Lionwing, like me and the henchmen, was from another world."

"Yes," Genesect then added. "Lionwing served this guy and he never felt lonely because of it. With his master gone, he then felt alone…until he met Rayquaza and our masters had us bring them here and convinced them to work for them." Rainbow couldn't believe her ears. Lionwing and Rayquaza only wanted to be accepted, and servitude was all Lionwing knew.

"Persssonally, I didn't think you and Lionwing would fall for each other," Kaa confessed to Rainbow.

"I had alwaysss thought gryphonsss and poniesss to be mortal enemiesss," Hiss added. The rainbow Pony and green Dragon Pokemon arched their eyebrows at him. That's not how the gryphons and Ponies are in Equestria. Sure, Rainbow got ticked off at Glida, but that was only because how she and Krakenoid treated her Pony friends and their guardians.

"_How_ long did you guys say you've been living here in Equestria?" Rayquaza asked them.

BAM! Before the four henchmen could answer her question, Lionwing and Helios flew into one of the smashed open windows and crashed into the them, knocking them out cold.

"Nice sneak attack, guys," Cornwall said as he, Devon, and Ayden flew in after them.

"Yes," Lionwing said with a smile before turning to Helios. "We make quite a team, don't we?"

"Don't push your luck, buster," Helios answered with a glare, despite the slight smirk on his face. The two-headed dragon then went over to the cage and used their dragon fire to melt the lock and free Rainbow and Rayquaza. As the girls stepped out, Lionwing looked away from Rainbow nervously and Rayquaza turned from Helios in shame. They're still unsure of what they think of them now that they know their secret.

"Lionwing…" Rainbow said to him, causing him to turn to her again.

"Rayquaza…" Helios also started to make the green dragon turn to him again.

"Rainbow, Rayquaza and I are sorry that we lied to you and Helios!" Lionwing cried out, tears starting to sting his eyes. "We never meant to hurt like we did."

"We just…we just never expected to fall in love with you like we have started to when we found ourselves…in those position at the flowery hill," Rayquaza added, feeling tears in her eyes again.

Rainbow gave Lionwing a soft smile. She can tell that he's not lying to her. His tears even backed up the truth. She walked up to him and brushed his tear away with her hoof. Helios didn't seem to have noticed as he went up to Rayquaza and hugged her, patting her back as she silently sobbed into his chest.

"Shhhh…shhshhshh…" he whispered to her softly. "It's okay, babe…it's okay…"

"You can explain everything to us later," Rainbow replied softly, "but right now, please help us save Princess Celestia and Lady Arceus." Lionwing smiled back in reply, feeling in his heart that she has forgiven him.

"Anything for you, my love," he said. Helios restrained himself from gagging or punching the gryphon as he wiped Rayquaza's tears away.

"Just tell us where they are, Ray-Ray," he purred to her. She simply smiled in reply, now knowing that he forgave her.

"Discord and Razenoid took them with them into the other room," she answered, pointing at the closed doors.

Meanwhile, Discord and Celestia were lying on his divan together, Discord holding her while kissing her neck softly. Celestia made no attempt to pull away. She's powerless against him without her wings and horn. And she really enjoys this sort of wooing.

Arceus would have helped her partner if she wasn't trapped in Razenoid's embrace as they lied among the red velvet pillows. She couldn't even pull away as he kissed her neck tenderly. Not only is the collar on her neck rendering her powerless, but his wooing was getting to her also.

"Dis…Discord," Celestia whimpered softly. "You know that…they'll come to…to save us."

"You probably…won't stand…a chance against them…Razenoid…" Arceus sighed in contentment. The Draconequus and demonic Bakugan just lifted their heads up to look into their eyes softly.

"Oh, we know, my little Pony Princess," Discord purred, nuzzling his nose into her blushing cheek.

"And that is precisely why we're making it good while it lasts, my fair Pokemon Lady" Razenoid purred, lightly licking her now pink cheek. They then pressed their lips into the females' for a kiss…just before Lionwing and Helios broke down the doors to bust them open! Rainbow and Rayquaza trotted up to their right side, Ayden flew onto Lionwing's shoulder, and Devon and Cornwall stood behind Helios' left.

"Oh, my goodness!" Devon cried, covering his eyes.

"Aw, gross!" Cornwall cried with disgust. "Couch and pillow make-outs!"

"Ray-Ray, baby, cover your eyes!" Helios said quickly, holding his claw over the shocked Pokemon's eyes.

"Get your lips off of them NOW!" Lionwing roared, anger in his bright green eyes. Looking up at him and Helios in annoyance, Discord and Rayquaza obeyed.

"You know," Discord said irritably, "there is such things as _knocking!_"

"And _please_!" Razenoid added in equal annoyance.

"You have a lot of nerve kidnapping Rainbow and taking away her wings, demons," the gryphon growled.

"Those," Helios snapped in equal anger, "_and _taking away Rayquaza and her powers!"

"Yeah?" Discord shot back, sitting up straight on the divan with his arms crossing his chest and his tail wrapped around Celestia. "Well, consider it payback for betraying me back at Ponyville, Lionwing."

"Not to mention your girlfriend betrayed me as well, Helios!" Razenoid snapped, also sitting up with his arms crossing his chest and his tail wrapped around Arceus.

"We don't care about that now!" Lionwing shot back.

"All we care about is getting Rainbow and Razenoid back and helping them fix what was done!" Helios added. Discord and Razenoid then smirked at the two challenging males.

"Is that a challenge?" Discord asked. The gryphon and Darkus Dragonoid are really starting to hate his and Razenoid's smirks right now.

"You bet your claws it does," Helios answered.

"Alright, then," Razenoid replied. "All four of us will only use physical combat since Discord and I are low on chaotic energy. Last pair standing is the winner, and no backup.

"If Razenoid and I win," Discord wagered, "Celestia and Arceus are all ours forever."

"And if Helios and I win," Lionwing added, "you must let them, Rayquaza, and Rainbow Dash go."

"And give back their wings, horn, and powers to while you're at it," Helios added.

"Deal," Discord and Razenoid replied, getting down on all fours. The gryphon and Darkus Dragonoid then turned to Devon and Cornwall.

"You two watch Rainbow, Rayquaza, and Ayden," Lionwing said to them.

"And don't interfere," Helios added. "This is between those two and us alone." Rainbow then rubbed her head into Lionwing's neck as Ayden then flew over to the dragon's shoulder, and Rayquaza hugged Helios tightly.

"Be careful," they whispered to them. Lionwing then rubbed his beak into Rainbow's nose, and Helios hugged Rayquaza back.

"We'll be alright," Lionwing whispered back.

"As long as you are safe and out of harm's way," Helios added. All but the gryphon and Darkus Dragonoid then stood back, and Lionwing and Helios themselves stepped forward to face Discord and Razenoid in battle.

The battle then started with Discord charging at Lionwing and vice versa, and Razenoid and Helios fought each other. It was vicious but incredible. They fought each other like two pairs of male lions, each fighting over leadership over a pride. Former master against former servant; Darkus against Darkus. Former servant against former master; Dragonoid against spider/dragon demon. Talons against claws/talons, and beak against snaggletooth. Claws and fangs against claws and fangs, and tail and claws against tail and claws. Both pairs were in great fury and appeared equally matched. Lionwing and can feel pain from the Draconequus' claws/talons in his side or the teeth against his neck, but he kept fighting. Helios also kept fighting, despite the pain from Razenoid's slashing at his side or biting into his neck. They can hear Rainbow and Rayquaza cheering them on over the others' voices, and it made them feel stronger. Soon the fight was over, and Discord and Razenoid were down for the count, unable to fight anymore. Lionwing and Helios stood on all fours with still strong legs, panting from exhaustion.

"Fight is…over…" Lionwing panted.

"We…win…" Helios panted.

"Lionwing!" Rainbow cried, trotting up to his side.

"Helios!" Rayquaza cried, rushing up to him. Suddenly, they felt themselves lifting up from the ground like a pair of kites. Rainbow turned to her back and saw that her wings are back, and Rayquaza looked at her neck to find that the collar's gone.

"My wings!" Rainbow cheered happily before turning to Princess Celestia.

"My powers are back too!" Rayquaza cheered happily before looking up at Lady Arceus. The Princess has also gotten back her wings _and _her horn, and the Lady's collar was also gone as well. Lionwing and Helios' victory must have won them back for the two Ponies and two guardians.

"Rainbow," the Pegasus Pony heard Lionwing say to her, "are you alright?"

"Yeah, you okay too, Ray-Ray?" the Dragon Pokemon heard Helios ask her. The two girls turned to their gryphon and Dragonoid lovers. They are quite a mess. There were missing or ripped feathers on Lionwing's neck from where Discord bit him, and the same goes for the feathers on his upper body were his opponent clawed at him. Helios also has bits of his scales ripped out of his neck from Razenoid biting him and out of his sides from where he scratched him with his claws. They also have cuts and bruises on themselves, and Lionwing's fur is a ruffled mess while Helios' armor was scratched up. There was a scratch on Lionwing's beak, and Discord came close to leaving a scar over his right eye. Helios also has deep red scratches on his left cheek, and Helios hit him in the jaw so hard that he's got a cut on his upper lip. Rainbow and Rayquaza just wanted to cry in front of them.

"Us?" Rainbow cried as she started tearing up. "_You_ got beaten up all over!"

"_We _should be asking you that question!" Rayquaza cried, also tearing up. Lionwing just chuckled a little bit before hugging her, and she cried quietly into his soft chest. Helios also hugged Rayquaza as she softly cried on his shoulder.

"I apologize, my love," he purred. "Helios and I just wanted to be sure."

"Sorry for worrying you too, babe," Helios purred, patting her back.

"We're just so glad that you're okay," Rayquaza whimpered with a smile. The four of them then felt a powerful presence and turned to see Princess Celestia and Lady Arceus approaching them.

"Princess Celestia," Lionwing said to her with a low bow along with Rayquaza. "Lady Arceus, my guardian and I hope you can forgive us for what we have done."

"Of course we do," Celestia replied with a smile.

"Now let us return to Ponyville…" Arceus added with a smile as well. She and her partner then concentrated on a teleportation spell. As they were, they sent a message to Discord and Razenoid alone via mental spell.

"_I will see you again soon, Discord. I promise…"_ Discord smiled in reply, but the others didn't notice.

"_I'll see you later too, my little Pony Princess," _Discord replied.

"_I will see you again also soon, Razenoid,"_ Arceus said to him. "_That I will promise you."_

"_I will see you later as well, my fair Pokemon Lady," _Razenoid said with a smile, although the others didn't notice it either. Celestia and Arceus smiled before the Princess' horn glowed as did herself, Rainbow, and the others (save Discord and Razenoid). And they've vanished in a flash of light. When they did, Discord and Razenoid slowly rose to their feet, their bodies aching all over.

"I think I'm gonna be hurting all over in the morning," Discord growled.

"You and me both, partner," Razenoid groaned. Just then, Kaa, Mewtwo, Hiss, and Genesect burst into the room after waking up.

"Massstersss!" Kaa cried. "Are you alright?"

"What happened?" Mewtwo cried.

"I don't want to talk about it right now," the Draconequus answered. "Right now, I need some ice."

"Make it two," Razenoid added.


	10. Lionwing & Rayquaza Anew

**Ch.10: Lionwing and Rayquaza's Life Anew**

"And Discord and Razenoid was like 'Yeargh!' and Discord and Razenoid was all 'Augh!'…" Lionwing and Helios chuckled as Rainbow Dash and Rayquaza told the Cutie Mark Crusaders, the Circle of Evolution Seekers, and their friends all about how they defeated Discord and Razenoid to save them, Lady Arceus, and Princess Celestia. They've all accepted Lionwing and Rayquaza more now that they know they really love Rainbow and Helios, and that Helios and Lionwing sacrificed themselves to save Rainbow, Rayquaza, the lady, and the princess.

Devon, Cornwall, and Ayden have been returned to their home world, but Princess Celestia and Lady Arceus gave them a magical necklace that will allow them to travel back to Equestria if they wish to visit Lionwing, Rayquaza, and the others.

Shortly after Rainbow gave Rayquaza a break from the story-telling, she and Lionwing then turned to said princess and lady, seeing them sipping their tea. They smiled before getting up and leaving the library.

Once outside, the two of them from different spots looked up at the stars twinkling above them. They now know they're going to start their lives anew, and they'll do it with Rainbow and Helios at their sides. The gryphon and Sky High Pokemon now knows that they don't need to serve someone like Ruber, Discord, or Razenoid to be accepted into a group. All they had to do was show what true friends they can really be. And because of them learning this lesson, they have earned Devon, Cornwall, and Ayden's friendship, some Pony and Guardian friends, and Rainbow and Helios's love.

"Rayquaza?" The Sky High Pokemon snapped out of her thoughts and turned to see Helios approaching her.

"You okay there, babe?" he asked as he sat down beside her.

"Yes," she answered, turning away with closed eyes and a slight blush as well. "I was just thinking about all we've been through." She then turned to him again, this time with sad eyes. "I hope you can forgive me for what I did. Lionwing and I didn't mean to hurt you or Rainbow."

"Aw, Ray-Ray," Helios replied, placing a comforting but bandaged claw gently on her shoulder. "Don't beat yourself up; you and your partner just wanted to be a part of something... to never be alone... even though you have Lionwing as your partner, and you two are close as a guardian and partner can be. But you'll need a big strong guardian like me to protect you from fiends like Razenoid. He tricked you; he's known to be a sly one."

Rayquaza giggled softly at his statement. "Yeah, I guess... thing is, I was always alone. My father, he died just after giving me the instructions on how to find a suitable partner. After he passed on, I flew over the Forbidden Forest, where I met Lionwing... and with him, I'm not as lonely as I was before."

"Don't think you're alone in this, babe," Helios said as he wrapped his arms around her and drew her close, "cuz you're not. Rainbow and I are here for you and Lionwing, and so are the others. You both can start your lives over now."

"Yes," Rayquaza replied, looking into his handsome eyes, "and I have you to thank for that." She then wrapped her arms around his neck, pressed her lips into his, and kissed him, feeling happier then she ever thought she would as he kissed her back. Lionwing watched his guardian and her new lover make out with a smile before a voice called out to him.

"Lionwing?" The gryphon turned to see Rainbow approaching him.

"Are you okay?" she asked as she sat down beside him.

"Yes," he answered, turning away with closed eyes and a slight blush. "I was just thinking about all we've been through." He then turned to her again, this time with sad eyes. "I hope you can forgive me for what I did. Rayquaza and I didn't mean to hurt you or Helios."

"Lionwing, you shouldn't talk like that," she replied, placing a comforting hoof gently on his bandaged shoulder. "You just wanted to be a part of something…to never be alone. And Discord tricked you; he's known to be a sly one."

"I just feel terrible," he explained. "I never wanted to be alone…no one to talk to, no one to have fun with…my previous life was terrible until I met Rayquaza. She's a great guardian, but I need someone else as well…especially when he has someone like your guardian to love her back. "

"You think you're alone, Lionwing," Rainbow said before placing her head under his throat, "but you're not. I'm here for you, and so are the others. You can start your life over now."

"I know," he said, looking into his rosy eyes, "and I have you to thank for that." He then wrapped his wings around her, pressed his lips into hers, and kissed her, feeling happier than he ever thought he would.

As the two pairs were kissing, Princess Celestia and Lady Arceus watched them from the doorway before getting out their red book and purple book and opening each to a blank page. They then used her memory spell to place a picture in it. In Celestia's is showing Lionwing hugging and comforting a crying Rainbow Dash after he defeated Discord in battle. Under it, the Princess wrote down its title: _The Wind Beneath Rainbow's Wings_. Arceus used her magic to place a picture it in it, showing Helios hugging and comforting a crying Rayquaza after he defeated Razenoid in battle. Under it, the Lady wrote down its title: _The Wind Beneath Helios's Wings._ After they were done, they put the books away and returned to inside the library, leaving the two pairs of winged lovers alone under Princess Luna's twinkling stars.

Unfortunately, Helios had a thing to do with Lionwing before he can do exactly that... Helios and Rayquaza saw their partners kissing, so Helios withdrew from his and Rayquaza' kiss to glare at Lionwing, who pulled away from the kiss as well and glared at him back, but not so hostile.

"Well, gryphon?" Helios asked him. "Remember the Courtship Battle? Ya up for the challenge, buster? I'm sorry to say that if you lose, I'll decide whether or not to erase your memories..." Lionwing glared at him, while Rayquaza and Rainbow's eyes widened.

"Helios! You wouldn't do th...that... would you?" Rainbow whimpered. Helios sighed before leaning down and drawing his partner into a hug. "You know that I love and care for you like a proper guardian should, Rainbow. Even if I win, I'm not so sure I want to delete his memories. I mean, he's so important to you...and if I erase his memories, I won't be with Rayquaza." Rainbow simply stared at him, tears starting to leak from her eyes.

Helios mentally smacked himself. He loved his partner, and hated to see her in pain or crying.

"Don't worry Rainbow... I'll think about it." He then released the rainbow Pegasus, and turned to glare at Lionwing again. "Well?" Lionwing simply grinned.

"I'm ready for the challenge, big guy."

"But Helios, he's hurt! How can you expect him to fight you?" Helios simply grinned. He held out his claws, and the cloud with the lighting bolt through it, Rainbow's cutie mark, glowed with energy as he healed both his and Lionwing's injuries. He then slashed off his bandages, and they fell off to reveal his wounds as good as new. Lionwing cut off his bandages as well, and his injuries were fully healed.

"Alright, let's go!" Helios roared as his rocket turbine flared up and he rocketed into the sky, waiting for his challenger to appear. Lionwing simply smiled as he gave Rainbow a quick kiss on the cheek and hugged Rayquaza before leaping up to face him.

"Let's go, Helios."


	11. Helios Vs Lionwing

The song belongs to Breaking Benjamin. Enjoy

**Ch. 11: Magnificent Gryphon Vs Awe-spiring Darkus Dragonoid-I Will Not Bow**

Helios grinned as he took on his opponent. Lionwing simply snarled as he glared back, his eyes glowing with rage.

"Let's see if you have the true guts to be Rainbow's lover, punk!"

**Helios & Lionwing: **_FALL!_

With that, Helios' turbine opened, and out came a small box. He picked it up and threw it onto the ground. It opened up, and a force field of Darkus energy flared up around them, similar to the one Drago used against Marvin.

**Helios: **_Now the dark begins to rise _

_Save your breath, it's far from over_

_Leave the lost and dead behind_

_Now's your chance to run for cover_

With that, the two warriors lunged at each other in the air. Rainbow and Rayquaza, sitting on the balcony, watched in awed silence as the two warriors exchanged powerful blows, Lionwing using his claws, while Helios used his own talons. Helios' jet turbine increased it speed, and the Darkus Dragonoid became a purple blur of dynamic speed. He suddenly appeared in front of Lionwing and threw a thundering left hook right into the gryphon's jaw, smashing him around like a tornado before Helios cupped his claws together and smashed them onto the top of Lionwing's skull with a powerful hammer blow.

**Lionwing: **_I don't want to change the world_

_I just wanna leave it colder_

_Light the fuse and burn it up_

_Take the path that leads to nowhere_

The gryphon went careening into the ground, causing a huge explosion of dust to appear as a crater formed in the ground. Rainbow and Rayquaza whimpered, hoping that the gryphon was alright. Helios smirked as he hovered in midair, his turbine flaring with Darkus energy. It seemed that the hotshot gryphon wasn't as powerful as he was believed to be.

**Helios: **_All is lost again_

**Lionwing: **_ But I'm not giving in_

Suddenly, with a blur of energy, Lionwing leaped from the crater with a roar. His claws flashed, ripping a large hole in Helios's chest armor. The Darkus Dragonoid bellowed in shock and surprised rage before kicking the gryphon in the chest, knocking him away. The wires extending from the ripped armor sparked and crackled as Helios clutched it in surprise.

**Helios: **_I will not bow_

_I will not break_

_I will shut the world away_

"It turns out I'm not that to defeat, is it, Infinity Helios?" Lionwing taunted, his eyes flashing with a taunting gleam as he grinned. Helios snarled as the plates on his arms opened up, and his mini-guns emerged.

**Lionwing: **_I will not fall_

_I will not fade_

_I will take your breath away_

"That's it!" he roared. "You stepped too far, gryphon! You're going down!" With that, Helios lunged at him.

**Helios: **_Watch the end through dying eyes_

_Now the dark is taking over_

**Lionwing: **_Show me where forever dies_

_Take the fall and run to Heaven_

Rayquaza opened her eyes as Rainbow did to. They had covered them in fright, and they saw... Lionwing! The gryphon flapped his wings furiously as he sped by them in a golden blur, a purple blur chasing him. Helios fired furiously at the fleeing gryphon with his mini-guns, but the agile Lionwing avoided the bullets easily. Suddenly, Helios rocketed forward at mach speed, his turbine boosting him to supersonic speeds. He appeared in front of Lionwing, and grinned as he punched the gryphon in the face.

**Helios: **_All is lost again_

**Lionwing: **_But I'm not giving in_

Lionwing let out a surprised yell as he was thrown backwards by the force. Suddenly, Helios grinned as he let loose with all the anger he had. BAM! His mini-gun's barrels flashed as they rotated, discharging hundreds of bullets at the gryphon. They smashed into him in a barrage of metallic fury, piercing his feathers and leaving dozens of small, bleeding wounds all over his body. The bullets smashed him into the ground with an enormous crack.

**Helios: **_I will not bow_

_I will not break_

_I will shut the world away_

Helios blew the smoke from the barrels, before they retracted into his armor, and the plates slid over them.

**Lionwing: **_I will not fall_

_I will not fade_

_I will take your breath away_

"So much for him being such a tough guy," Helios said, turning to Rayquaza and Rainbow in triumph. The rainbow Pegasus, though, was tearing up... "Rainbow? You... You alright?"

**Helios & Lionwing: **_FALL!_

Suddenly, Lionwing leaped out of the crater in the ground and smashed into Helios, propelling the Darkus Dragonoid through the air. Helios bellowed as he pulled free from the melee, before Lionwing smashed his claws into Helios's face, before lashing his powerful wings. They smashed into Helios, smashing him into the wall of the force field, which sparked with the sudden impact. Helios got up, wiping blood from his mouth, as he snarled.

**Helios: **_And I'll survive_

_Paranoid_

_I have lost the will to change_

**Lionwing: **_And I am not proud_

_Cold-blooded fake_

_I will shut the world away_

"Let's see if you have the true means to defeat me, gryphon..." he snarled as he got up and lunged at the gryphon. They smashed into each other, then again and again, Helios's jet turbine propelling him to supersonic speeds, while Lionwing's powerful wing strokes propelling him at the exact same speeds. They smashed into each other again and again, clashing with beak, claws, talons, and tail, causing sonic booms to appear in the air as lighting flash blurs clashed and cracked, causing lighting to crackle and the air to flare with intense energy.

**Helios & Lionwing: **_You're right!_

Helios then punched Lionwing away, and gave a smug grin as the pods in his back opened up, and twin rocket launchers emerged, their barrels glowing faintly in the moonlight.

**Helios: **_I will not bow_

_I will not break_

_I will shut the world away_

"This is the end for you gryphon..." Helios growled, as he fired. Instantly rockets blasted out of the launchers, speeding straight towards Lionwing. The gryphon leaped into the air and desperately dodged and whirled, desperately trying to avoid the rockets.

**Lionwing: **_I will not fall_

_I will not fade_

_I will take your breath away_

Suddenly, several rockets smashed into Lionwing, engulfing him in a massive explosion of heat and smoke.

**Lionwing: **_I will not fall_

_I will not fade_

_I will take your breath away_

"LIONWING!" Rainbow and Rayquaza cried in shock and horror. They smashed on the force field, desperately trying to get in. Helios turned to them, his eyes alive with cold malice and a twisted humor.

**Helios: **_And I'll survive_

_Paranoid_

_I have lost the will to change_

**Lionwing: **_And I am not proud_

_Cold-blooded fake_

_I will shut the world away_

"Sorry, girls, but your not getting in until this fight is finished." The smoke cleared, and Lionwing, his body covered with burns, emerged from the cloud, smoke trailing off his body before he smashed in the ground. Helios then rocketed forward, his horn glowing with Darkus energy as he plowed into Lionwing's gut with a full powered Mauser Impact. He sped the winded gryphon into the wall of the force field, which rippled with the impact, before he sped back and the chest plates opened up, revealing his Ragnarok Buster, whose massive barrel glowed faintly in the light.

"This fight... is... over." With that, Helios fired. KABOOM! A massive torrent of Darkus energy, even larger then Drago's Maximum Dragon Striker, surrounded by glowing power rings, sped out of the cannon and smashed into the downed Lionwing, detonating with a massive explosion.

**Helios & Lionwing: **_Fall!_

"LIONWING!" Rainbow and Rayquaza cried, tears leaking down their eyes. After the explosion cleared, Lionwing laid on the ground, his eyes closed and his body limp. The force field then disintegrated around the exhausted Darkus Dragonoid, and Rayquaza and Rainbow hurled themselves off the balcony as well, Rainbow speeding over to Lionwing, while Rayquaza sped towards Helios.

Lionwing's eyes filled with tears as he struggled to get up. He could feel the intense pain of Helios' powerful buster and rockets all over his body. As Rainbow held him up, he began to shed tears.

"Rainbow... I lost... I... I don't deserve you..." Rainbow simply smiled as she warmly hugged the gryphon, tears leaking down her own eyes.

"Lionwing... Shh... I'm sure that it's okay..." Rayquaza hugged Helios, tears falling down her eyes.

"You... You won't erase his memories, will you?" Helios simply sighed as he hugged her.

"Ahh... Rayquaza... Shh... Don't worry..." Rainbow went up to Helios, looking at her guardian in pain and heartbreak.

"Helios... will you let him stay with me or not?" Rainbow asked, tears leaking freely down his eyes.

"Rainbow... I... I... I..." Helios looked up at the battered gryphon before going up to him.

"Helios, NO!" Rainbow begged, following after him alongside Rayquaza. "Don't do-" She stopped when her guardian knelt down before Lionwing as a knight would to his king, surprising the gryphon himself.

"Lionwing, you have fought well and refused to give up," he said to him. "You truly deserve to stay with Rainbow and be her boyfriend." He then looked up at him. "So I won't erase your memories…on one condition."

Lionwing then turned to Rainbow and Rayquaza with confusion, but they just shrugged their shoulders as if to say, "Go for it." The gryphon then turned to the Darkus Dragonoid.

"What is your wish, Darkus Infinity Helios?"

"That you allow me to take your guardian as my mate." Rayquaza's eyes went wide and sparkled like the stars in the sky as Lionwing smiled at the Bakugan.

"Of course," he replied, "if it's alright with—"

"YES!" Lionwing watched with surprise as Rayquaza tackled Helios to the ground, her lips against in a passionate kiss. Helios returned the kiss with a light chuckle as he wrapped his arms and wings around her and intertwined his tail with her own tail.

"I guess that won't be a problem," Lionwing laughed before turning to Rainbow. Before he can say anything more, Rainbow threw her front legs around his neck and pressed her lips into his beak/lips. Lionwing just fought back his surprise as he returned the kiss with a smile.


End file.
